Federal Register / Vol. 81, No. 22 / Wednesday, February 3, 2016 / Notices 5807 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 240.19b–4(f)(6). As required under Rule 

19b–4(f)(6)(iii), the Exchange provided the 

Commission with written notice of its intent to file 

the proposed rule change, along with a brief 

description and the text of the proposed rule 

change, at least five business days prior to the date 

of filing of the proposed rule change, or such 

shorter time as designated by the Commission. 

12 17 CFR 240.19b–4(f)(6). 

13 17 CFR 240.19b–4(f)(6)(iii). 

14See e.g., Chicago Board Options Exchange Fee 

Schedule, available at http://www.cboe.com/ 

publish/feeschedule/CBOEFeeSchedule.pdf. 

15For purposes only of waiving the 30-day 

operative delay, the Commission has also 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 16 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 76277 

(October 27, 2015), 80 FR 67443. 

4See Securities Exchange Act Release No. 76666, 

80 FR 79644 (December 22, 2015). 

become effective pursuant to Section 

19(b)(3)(A) of the Act 10 and Rule 19b– 

4(f)(6) thereunder.11

A proposed rule change filed 

pursuant to Rule 19b–4(f)(6) under the 

Act 12 normally does not become 

operative for 30 days after the date of its 

filing. However, Rule 19b–4(f)(6)(iii) 13

permits the Commission to designate a 

shorter time if such action is consistent 

with the protection of investors and the 

public interest. The Exchange has asked 

the Commission to waive the 30-day 

operative delay so that the proposal may 

become operative immediately upon 

filing. The proposed rule change 

modifies the name of the PFOF program 

operated by the Exchange in a manner 

that is consistent with terminology used 

on other options markets.14 Because the 

proposal does not raise any new or 

novel issues and only involves a nonmaterial change in terminology, the 

Commission believes the waiver of the 

operative delay is consistent with the 

protection of investors and the public 

interest. Therefore, the Commission 

hereby waives the operative delay and 

designates the proposal operative upon 

filing.15

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rulecomments@sec.gov. Please include File 

Number SR–ISE–2016–04 on the subject 

line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–ISE–2016–04. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for Web site viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE., 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–ISE– 

2016–04, and should be submitted on or 

before February 24, 2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–01927 Filed 2–2–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–76983; File No. SR–NYSE– 

2015–48] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Order 

Approving a Proposed Rule Change 

Deleting Rule 410B Governing 

Reporting Requirements for OffExchange Transactions 

January 28, 2016. 

I. Introduction 

On October 16, 2015, New York Stock 

Exchange LLC (‘‘NYSE’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

delete Rule 410B governing reporting 

requirements for off-Exchange 

transactions. The proposed rule change 

was published for comment in the 

Federal Register on November 2, 2015.3

The Commission received no comment 

letters on the proposed rule change. On 

December 16, 2015, the Commission 

designated a longer period within which 

to approve the proposed rule change, 

disapprove the proposed rule change, or 

institute proceedings to determine 

whether to approve or disapprove the 

proposed rule change.4 The Commission 

is approving the proposed rule change. 

II. Description of the Proposed Rule 

Change 

The Exchange proposes to delete Rule 

410B, which sets forth certain regulatory 

reporting requirements for member or 

member organizations effecting offExchange transactions in Exchange 

listed securities that are not reported to 

the Consolidated Tape, and to make 

conforming amendments to Rule 476A 

to delete a reference to Rule 410B. The 

Exchange represents that Rule 410B is 

no longer necessary in light of changes 

in trade reporting and regulatory 

requirements that have been put in 

place since the Exchange adopted Rule 

410B. 

Changes to Regulatory Landscape 

On July 30, 2007, the National 

Association of Securities Dealers, Inc. 

(‘‘NASD’’), NYSE, and NYSE 

Regulation, Inc. (‘‘NYSE Regulation’’) 

consolidated their member firm 

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5808 Federal Register / Vol. 81, No. 22 / Wednesday, February 3, 2016 / Notices 

5See Securities Exchange Act Release No. 56148 

(July 26, 2007), 72 FR 42146 (August 1, 2007) (File 

No. 4–544) (Notice of Filing and Order Approving 

and Declaring Effective a Plan for the Allocation of 

Regulatory Responsibilities). In 2007, the NASD, 

NYSE, the Exchange and NYSE Regulation also 

entered into a Regulatory Services Agreement 

(‘‘RSA’’), whereby FINRA was retained to perform 

certain regulatory services for non-common rules. 

6See Securities Exchange Act Release No. 54646 

(September 12, 2008), 73 FR 54646 (September 22, 

2008) (File No. 4–566). See also Securities Exchange 

Act Release No. 58806 (October 17, 2008), 73 FR 

63216 (October 23, 2008) (File No. 4–566). 

7See Securities Exchange Act Release No. 62355 

(June 22, 2010), 75 FR 36729 (June 28, 2010) (SR– 

NYSE–2010–46); Securities Exchange Act Release 

No. 62354 (June 22, 2010), 75 FR 36730 (June 28, 

2010) (SR–NYSEAmex–2010–57). NYSE Regulation 

performed the regulatory functions of NYSE MKT 

pursuant to an intercompany RSA. 

8See Securities Exchange Act Release No. 63750 

(January 21, 2011), 76 FR 4948 (January 27, 2011) 

(File No. 4–566). 

9See Securities Exchange Act Release No. 39729 

(March 6, 1998), 63 FR 12559 (March 13, 1998) (SR– 

NASD–97–56). 

10See Securities Exchange Act Release No. 63311 

(November 12, 2010), 75 FR 70757 (November 18, 

2010) (SR–FINRA–2010–044). See also 17 CFR 

242.600(b)(47). 

11See Securities Exchange Act Release No. 65524 

(October 7, 2011), 76 FR 64151 (October 17, 2011) 

(SR–NYSEAmex–2011–74). 

12As defined in Rule 600(b)(47) of Regulation 

NMS, 17 CFR 242.600(b)(47). 

13See FINRA Rule 6110. See generally FINRA 

Rule 6300A and 7200A Series (FINRA/Nasdaq TRF) 

and 6300B and 7200B Series (FINRA/NYSE TRF). 

14See FINRA Rules 6300A & 6300B. 

15See Rule 7230B. 

16See Trade Reporting Frequently Asked 

Questions, Section 701, Q/A701.1, available at 

http://www.finra.org/industry/trade-reporting-faq. 

17According to the Exchange, Rule 410B Weekly 

Reports submitted to the SEC in July and August 

2015 reveal that only five firms, all also FINRA 

members, accounted for all of the Rule 410B trading 

activity. The Exchange further represents that the 

list of firms that have in the past submitted Rule 

410B reports does not include any non-FINRA 

members. 

18The Exchange represents that these nine nonFINRA member firms do not have any public 

customers and are also members of Nasdaq as well 

as NYSE. 

19See 17 CFR 240.17a–3, 17 CFR 240.17a–4 & 

Rule 440—Equities. 

20 15 U.S.C. 78f. 

21 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

formation. See 15 U.S.C. 78c(f). 

22 15 U.S.C. 78f(b)(5). 

regulation operations to create the 

Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’), and entered 

into a plan to allocate to FINRA 

regulatory responsibility for common 

rules and common members (‘‘17d–2 

Agreement’’).5

In 2008, the Exchange, NASD, NYSE 

MKT LLC (‘‘NYSE MKT’’), and NYSE 

Regulation also entered into a plan to 

allocate to FINRA regulatory 

responsibility, over exchange members 

that are also FINRA members, for 

surveillance, investigation, and 

enforcement of insider trading with 

respect to NYSE- and MKT-listed stocks, 

among others, irrespective of where the 

relevant trading occurred (the ‘‘Insider 

Trading Plan’’).6 On June 14, 2010, 

FINRA was retained to perform the 

residual market surveillance and 

enforcement functions that had, up to 

that point, been performed by NYSE 

Regulation.7 In January 2011, the SEC 

approved an amendment to the Insider 

Trading Plan whereby FINRA also 

assumed responsibility for performing 

the insider-trading-related market 

surveillance and enforcement functions 

previously conducted by NYSE 

Regulation for its U.S. equities and 

options markets.8

Changes in Trade Reporting and 

Regulatory Reporting 

In 1998, FINRA (then the NASD) 

established the Order Audit Trail 

System (OATS), as an integrated audit 

trail of order, quote, and trade 

information for OTC equity securities 

and equity securities listed and traded 

on The Nasdaq Stock Market, Inc. 

(‘‘Nasdaq’’).9 In 2010, FINRA Rules 7410 

through 7470 (the ‘‘OATS Rules’’) were 

amended to extend the recording and 

reporting requirements to all NMS 

stocks, as that term is defined in Rule 

600(b)(47) of Regulation NMS,10

including NYSE- and MKT-listed 

securities. The Exchange adopted the 

OATS Rules in 2011.11 The Exchange 

states that FINRA may use the 

information it collects pursuant to the 

OATS Rules to perform its regulatory 

functions. 

According to the Exchange, Rule 410B 

also predates the establishment of a 

FINRA Trade Reporting Facility 

(‘‘TRF’’). FINRA Rule 6110 requires 

FINRA members to report transactions 

in NMS stocks 12 effected ‘‘otherwise 

than on or through a national securities 

exchange.’’ 13 Pursuant to FINRA Rules 

6310A and 6310B, FINRA members may 

use either the FINRA/NYSE TRF or 

FINRA/Nasdaq TRF to report such offExchange transactions.14 FINRA 

members using these TRFs to report offExchange transactions are in turn 

subject to FINRA Rule 7230B, which, 

the Exchange states, imposes 

transaction-information reporting 

requirements similar to Rule 410B.15 As 

a result, the Exchange represents that 

dual members of both the Exchange and 

FINRA must report off-Exchange 

transactions to a TRF and submit 

substantially similar reports to the 

Exchange and FINRA. 

Proposed Rule Change 

The Exchange proposes to delete Rule 

410B in its entirety. The Exchange 

represents that, since 2010, surveillance 

and enforcement responsibilities across 

markets have been consolidated at 

FINRA, which conducts cross-market 

surveillances on the Exchange’s behalf 

utilizing various data sources, including 

extensive trade and other information 

that FINRA collects pursuant to its 

rules. This trade information includes 

reports of off-exchange transactions. 

The Exchange represents that all of its 

member organizations, with only nine 

exceptions, are members of FINRA and, 

as such, must report all off-exchange 

transactions to FINRA, including 

transactions away from the Exchange 

that are not reported to the Consolidated 

Tape. The Exchange further represents 

that this information is essentially 

duplicative of the Rule 410B reports the 

Exchange currently supplies to FINRA. 

The Exchange notes that one exception 

would be transactions in dually listed 

securities executed on and reported to a 

foreign securities exchange, which are 

not required to be reported because such 

trades are executed ‘‘on or through an 

exchange.’’ 16 The Exchange represents 

that it believes such trades pose little 

regulatory risk and, given that no other 

exchange has a rule comparable to Rule 

410B, notes that such trades are also not 

being reported to other equities 

exchanges. Finally, the Exchange 

represents that only a handful of firms 

currently account for all of the Rule 

410B activity, all of whom are also 

FINRA members.17 The Exchange 

believes that Rule 410B is thus no 

longer necessary, and deleting it would 

eliminate essentially duplicative 

reporting of off-Exchange transactions 

by dual members. 

The Exchange does not believe that 

eliminating the Rule 410B reporting 

requirement for the small number of 

NYSE-only members 18 would pose any 

significant regulatory risk. The 

Exchange represents that none of these 

firms has ever submitted a Rule 410B 

report. The Exchange also notes that 

NYSE-only members would remain 

subject to federal and Exchange books 

and records requirements.19

III. Discussion and Commission 

Findings 

After careful review, the Commission 

finds that the proposed rule change is 

consistent with the requirements of the 

Act 20 and the rules and regulations 

thereunder applicable to a national 

securities exchange.21 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,22 which requires, 

among other things, that the rules of a 

national securities exchange be 

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Federal Register / Vol. 81, No. 22 / Wednesday, February 3, 2016 / Notices 5809 

23See 17 CFR 240.17a–3, 17 CFR 240.17a–4 & 

Rule 440—Equities. 

24 15 U.S.C. 78s(b)(2). 

25 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 76690 

(December 18, 2015), 80 FR 80430 (‘‘Notice’’). 

4See letters from David LaValle, US Head of 

SPDR ETF Capital Markets, State Street Global 

Advisors, dated January 14, 2016 (‘‘SSGA Letter’’); 

Joanne Medero, US Head of Government Relations 

& Public Policy, Samara Cohen, US Head of iShares 

Capital Markets, Hubert De Jesus, Co-Head of 

Market Structure and Electronic Trading, 

BlackRock, Inc., dated January 14, 2016 

(‘‘BlackRock Letter’’); and Eric Swanson, General 

Counsel & Secretary, BATS Global Markets, Inc., 

dated January 22, 2016 (‘‘BATS Letter’’). 

5See Exchange Rule 7.35(f); see also Notice, 

supra note 3, at 80431. 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

facilitating transactions in securities, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, to protect investors and the 

public interest and that the rules are not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. 

Based on the Exchange’s 

representations, the Commission 

believes that eliminating the Rule 410B 

reporting requirement will not reduce 

the amount of publicly available 

information about securities 

transactions and that it is not likely to 

hamper the ability of the Exchange to 

conduct regulatory oversight of its 

members. The Commission notes that 

Rule 410B does not currently provide 

for real-time, publicly disseminated 

reporting of transactions, but instead 

requires non-public, electronic reporting 

of trade data to the Exchange on a nextday basis for regulatory purposes only. 

The Commission further notes that the 

Exchange represents that its members 

would remain subject to federal and 

Exchange books-and-records 

requirements 23 and that Exchange 

members would still be required to 

provide such trade data to the Exchange 

upon the Exchange’s request. For these 

reasons, the Commission believes that 

the proposal should help to prevent 

fraudulent and manipulative acts and 

practices, promote just and equitable 

principles of trade, remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and, in 

general, protect investors and the public 

interest. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,24 that the 

proposed rule change (SR–NYSE–2015– 

48) be, and hereby is, approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–01924 Filed 2–2–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: 

Form N–8F, OMB Control No. 3235–0157, 

SEC File No. 270–136. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

discussed below. 

Form N–8F (17 CFR 274.218) is the 

form prescribed for use by registered 

investment companies in certain 

circumstances to request orders of the 

Commission declaring that the 

registration of that investment company 

cease to be in effect. The form requests 

information about: (i) The investment 

company’s identity, (ii) the investment 

company’s distributions, (iii) the 

investment company’s assets and 

liabilities, (iv) the events leading to the 

request to deregister, and (v) the 

conclusion of the investment company’s 

business. The information is needed by 

the Commission to determine whether 

an order of deregistration is appropriate. 

The Form takes approximately 5.2 

hours on average to complete. It is 

estimated that approximately 150 

investment companies file Form N–8F 

annually, so the total annual burden for 

the form is estimated to be 

approximately 780 hours. The estimate 

of average burden hours is made solely 

for the purposes of the Paperwork 

Reduction Act and is not derived from 

a comprehensive or even a 

representative survey or study. 

The collection of information on Form 

N–8F is not mandatory. The information 

provided on Form N–8F is not kept 

confidential. An agency may not 

conduct or sponsor, and a person is not 

required to respond to, a collection of 

information unless it displays a 

currently-valid OMB control number. 

The public may view the background 

documentation for this information 

collection at the following Web site, 

www.reginfo.gov. Comments should be 

directed to: (i) Desk Officer for the 

Securities and Exchange Commission, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503, 

or by sending an email to: Shagufta_

Ahmed@omb.eop.gov; and (ii) Pamela 

Dyson, Director/Chief Information 

Officer, Securities and Exchange 

Commission, c/o Remi Pavlik-Simon, 

100 F Street NE., Washington, DC 20549 

or send an email to: PRA_Mailbox@

sec.gov. Comments must be submitted to 

OMB within 30 days of this notice. 

Dated: January 29, 2016. 

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–01960 Filed 2–2–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–76994; File No. SR– 

NYSEArca–2015–121] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Order Approving Proposed 

Rule Change To Provide for Price 

Collar Thresholds for Trading Halt 

Auctions 

January 28, 2016. 

I. Introduction 

On December 7, 2015, NYSE Arca, 

Inc. (‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend Exchange Rule 1.1(s) to provide 

for price collar thresholds for Trading 

Halt Auctions. The proposed rule 

change was published for comment in 

the Federal Register on December 24, 

2015.3 The Commission received three 

comment letters on the proposed rule 

change.4 This order approves the 

proposed rule change. 

II. Description of the Proposed Rule 

Change 

The Exchange currently conducts 

Trading Halt Auctions under Exchange 

Rule 7.35(f).5 To respond to market 

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