4726 Federal Register / Vol. 81, No. 17 / Wednesday, January 27, 2016 / Notices 

10 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The Exchange originally filed this proposed rule 

change on December 23, 2015 under File No. SR– 

NYSEArca–2015–126, and the Exchange 

subsequently withdrew that filing on January 5, 

2016. The Exchange refiled this proposed rule 

change on January 5, 2016 under File No. SR– 

NYSEArca–2016–07. The Exchange subsequently 

withdrew that filing on January 14, 2016 and filed 

this filing. 

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 rule-comments@

sec.gov. Please include File Number SR– 

Phlx–2016–06 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–Phlx–2016–06. 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–Phlx– 

2016–06 and should be submitted on or 

before February 17, 2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Brent J. Fields, 

Secretary. 

[FR Doc. 2016–01665 Filed 1–26–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–76969; File No. SR– 

NYSEArca–2016–13] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending the 

Exchange’s Schedule of Fees and 

Charges To Define the Term 

‘‘Exchange Traded Products’’ and To 

Provide for the Proration of Annual 

Fees Applicable to Exchange Traded 

Products That Have Liquidated 

January 22, 2016. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on January 

14, 2016, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with 

the Securities and Exchange 

Commission (‘‘SEC’’ or ‘‘Commission’’) 

the proposed rule change as described 

in Items I, II, and III below, which Items 

have been prepared by the Exchange.3

The Commission is publishing this 

notice to solicit comments on the 

proposed rule change from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend the 

Exchange’s Schedule of Fees and 

Charges to define the term ‘‘Exchange 

Traded Products’’ and to provide for the 

proration of Annual Fees applicable to 

Exchange Traded Products that have 

liquidated. The proposed rule change is 

available on the Exchange’s Web site at 

www.nyse.com, at the principal office of 

the Exchange, and at the Commission’s 

Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend its 

Schedule of Fees and Charges for NYSE 

Arca Equities listing fees (‘‘Schedule’’) 

to define the term ‘‘Exchange Traded 

Products,’’ to revise the Annual Fees 

paid by issuers of Exchange Traded 

Products, and to make technical, nonsubstantive changes to the Schedule. 

The term ‘‘Derivative Securities 

Products’’ is currently defined in 

Footnote 3 of the Schedule to mean the 

securities described in NYSE Arca 

Equities Rules 5.2(j)(3) (Investment 

Company Units); 8.100 (Portfolio 

Depositary Receipts); 8.200 (Trust 

Issued Receipts); 8.201 (CommodityBased Trust Shares); 8.202 (Currency 

Trust Shares); 8.203 (Commodity Index 

Trust Shares); 8.204 (Commodity 

Futures Trust Shares); 8.300 

(Partnership Units); 8.500 (Trust Units); 

8.600 (Managed Fund Shares), and 

8.700 (Managed Trust Securities). The 

Exchange proposes to replace the term 

‘‘Derivative Securities Products’’ with 

the term ‘‘Exchange Traded Products’’ 

as a term that is more commonly used 

by investors and the public with respect 

to the equity securities that list and 

trade on the Exchange and distinguishes 

them from derivatives, such as futures 

or swaps. To effect this change, the 

Exchange proposes to amend footnote 3 

of the Schedule and to replace the term 

‘‘Derivative Securities Products’’ with 

the term ‘‘Exchange Traded Products’’ 

throughout the Schedule. 

The Schedule includes ‘‘Annual 

Fees’’ payable by issuers of Exchange 

Traded Products listed on the Exchange. 

Pursuant to Footnote 8 of the Schedule, 

issuers are subject to Annual Fees in the 

year of listing, pro-rated based on days 

listed that calendar year. The Annual 

Fees for Exchange Traded Products are 

billed in January for the forthcoming 


asabaliauskas on DSK5VPTVN1PROD with NOTICES
Federal Register / Vol. 81, No. 17 / Wednesday, January 27, 2016 / Notices 4727 

4 15 U.S.C. 78f(b). 

5 15 U.S.C. 78f(b)(4). 

6 15 U.S.C. 78f(b)(5). 

7 15 U.S.C. 78s(b)(3)(A). 

8 17 CFR 240.19b–4(f)(2). 

9 15 U.S.C. 78s(b)(2)(B). 

year. Currently, when an Exchange 

Traded Product liquidates, and as a 

result, is delisted from the Exchange, 

the issuer is responsible for the full 

year’s Annual Fee as billed in January. 

The issuer receives no refund for 

amounts paid or reduction of amounts 

payable even though the Exchange 

Traded Product has liquidated. 

The Exchange proposes to amend 

Footnote 8 of the Schedule to provide 

that the Annual Fees applicable to 

Exchange Traded Products that have 

liquidated and as a result are delisted 

from the Exchange will be prorated for 

the portion of the calendar year that 

such issue was listed on the Exchange, 

based on days listed that calendar year. 

Thus, for example, if the issuer of an 

Exchange Traded Product has paid an 

Annual Fee of $20,000 as billed in 

January and such issue is liquidated and 

then delisted from the Exchange on June 

30, the issuer would receive a refund of 

$10,000, which represents a pro rata 

credit of Annual Fees owed for the year. 

Notwithstanding the proposed 

proration of the Annual Fees for 

Exchange Traded Products, the 

Exchange will continue to be able to 

fund its regulatory obligations. 

The Exchange also proposes nonsubstantive amendments to the 

Schedule. First, the Exchange proposes 

to add the operative date to the 

Schedule, which, for this filing, would 

be January 14, 2016. Second, the 

Exchange proposes to delete the last two 

sentences of Commentary .4 to the 

Schedule, which refer to the transfer of 

securities from NYSE Alternext US to 

NYSE Arca, which occurred in 2008, 

and therefore is outdated text. 

2. Statutory Basis 

NYSE Arca believes that the proposal 

is consistent with Section 6(b) 4 of the 

Act, in general, and Section 6(b)(4) 5 of 

the Act in particular, in that it provides 

for the equitable allocation of reasonable 

dues, fees and other charges among its 

issuers and other persons using its 

facilities. In addition, the Exchange 

believes the proposal is consistent with 

the requirement under Section 6(b)(5) 6

that an exchange have rules that are 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to remove impediments to, and 

perfect the mechanism of a free and 

open market and, in general, to protect 

investors and the public interest. 

The Exchange believes that adding the 

operative date will clarify the Schedule 

by specifying the date as of which the 

most recent changes to the Schedule 

apply. Replacing the term ‘‘Derivative 

Securities Products’’ with the term 

‘‘Exchange Traded Products’’ will 

remove impediments to and perfect the 

mechanism of a free and open market by 

using a term commonly used by the 

public and investors to refer to the 

products that are listed on the 

Exchange. The Exchange further 

believes that using the term ‘‘Exchange 

Traded Products’’ will promote 

transparency in Exchange rules by 

distinguishing the equity securities that 

list and trade on the Exchange from 

derivatives, such as futures or swaps. In 

addition, the deletion of the last two 

sentences of Commentary .4 to the 

Schedule will eliminate outdated text. 

The Exchange further believes that the 

proposed pro rata reduction of the 

Annual Fees as a result of liquidation 

and termination of an issue of Exchange 

Traded Products is equitable and does 

not unfairly discriminate between 

issuers because it would apply 

uniformly to all Exchange Traded 

Products and issuers of such products. 

The Exchange believes such reduction is 

reasonable in that it constitutes a 

potential reduction in Annual Fees for 

issues that are liquidated, and therefore 

are no longer collecting a management 

fee to pay for such expenses. 

Notwithstanding the proposed proration 

of the Annual Fees for Exchange Traded 

Products, the Exchange will continue to 

be able to fund its regulatory 

obligations. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purpose of the Act. The Exchange 

believes the proposed rule change 

would promote competition because it 

will permit the Exchange to better 

compete with other exchanges with 

respect to fees charged in connection 

with listing Exchange Traded Products. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 7 of the Act and 

subparagraph (f)(2) of Rule 19b–4 8

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 9 of the Act 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 rule-comments@

sec.gov. Please include File Number SR– 

NYSEArca–2016–13 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–NYSEArca–2016–13. 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 


asabaliauskas on DSK5VPTVN1PROD with NOTICES
4728 Federal Register / Vol. 81, No. 17 / Wednesday, January 27, 2016 / Notices 

10 17 CFR 200.30–3(a)(12). 

1 17 CFR 242.612(c). 

2See Securities Exchange Act Release No. 68303 

(November 27, 2012), 77 FR 71652 (December 3, 

2012) (‘‘RPI Approval Order’’) (SR–BXY–2012–019). 

3See Securities Exchange Act Release Nos. 71249 

(January 7, 2014), 79 FR 2229 (January 13, 2012) 

(SR–BYX–2014–001) (extending the pilot period); 

71250 (January 7, 2014), 79 FR 2234 (January 13, 

2012) (Order Granting an Extension to Limited 

Exemption From Rule 612(c) of Regulation NMS in 

Connection With the Exchange’s Retail Price 

Improvement Program); 74111 (January 22, 2015), 

80 FR 4598 (January 28, 2015) (SR–BYX–2015–05) 

(extending the pilot period); and 74115 (January 22, 

2015), 80 FR 4324 (January 27, 2015) (Order 

Granting an Extension to Limited Exemption From 

Rule 612(c) of Regulation NMS in Connection With 

the Exchange’s Retail Price Improvement Program). 

4See letter from Anders Franzon, Senior Vice 

President and Associate General Counsel, BYX, to 

Elizabeth M. Murphy, Secretary, Commission, dated 

January 12, 2016. 

5See SR–BYX–2016–01. 

6See RPI Approval Order, supra note 2, at 77 FR 

at 71657. 

7 17 CFR 200.30–3(a)(83). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 76585 

(December 8, 2015), 80 FR 77038 (December 11, 

2015) (‘‘Notice’’). 

4 In Amendment No. 2, the Exchange amended 

the proposed rule language to (i) clarify that it will 

notify Trading Permit Holders by electronic 

message if the Exchange determines that the put 

strike price or call underlying value check should 

not apply in the interest of maintaining a fair and 

orderly market under proposed Exchange Rule 

6.14(a)(ii) and (ii) limit the potential range of the 

percentage amount used to calculate the maximum 

value acceptable price range check in proposed 

Exchange Rule 6.53C, Interpretation and Policy 

.08(g)(1)(iii). In Amendment No. 2, CBOE also 

represented that it will document, retain, and 

periodically review any Exchange decision to not 

apply the put check or call check under proposed 

Exchange Rule 6.14(a)(ii), including the reason for 

the decision. See Amendment No. 2 to File No. SR– 

CBOE–2015–107, dated December 29, 2015 

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– 

NYSEArca–2016–13, and should be 

submitted on or before February 17, 

2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Brent J. Fields, 

Secretary. 

[FR Doc. 2016–01668 Filed 1–26–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–76953; File No. SR–BYX– 

2012–019] 

Self-Regulatory Organization; BATS YExchange, Inc.; Order Granting an 

Extension to Limited Exemption From 

Rule 612(c) of Regulation NMS in 

Connection With the Exchange’s Retail 

Price Improvement Program 

January 21, 2016. 

On November 27, 2012, the Securities 

and Exchange Commission 

(‘‘Commission’’) issued an order 

pursuant to its authority under Rule 

612(c) of Regulation NMS (‘‘Sub-Penny 

Rule) 1 that granted the BATS YExchange, Inc. (‘‘BYX’’ or the 

‘‘Exchange’’) a limited exemption from 

the Sub-Penny Rule in connection with 

the operation of the Exchange’s Retail 

Price Improvement (‘‘RPI’’) Program (the 

‘‘Program’’). The limited exemption was 

granted concurrently with the 

Commission’s approval of the 

Exchange’s proposal to adopt the 

Program for a one-year pilot term. 2 The 

exemption was granted coterminous 

with the effectiveness of the pilot 

Program and has been extended twice; 3

both the pilot Program and exemption 

are scheduled to expire on January 31, 

2016. 

The Exchange now seeks to extend 

the exemption until July 31, 2016. 4 The 

Exchange’s request was made in 

conjunction with an immediately 

effective filing that extends the 

operation of the Program until July 31, 

2015. 5 In its request to extend the 

exemption, the Exchange notes that the 

Program was implemented gradually 

over time. Accordingly, the Exchange 

has asked for additional time to allow 

itself and the Commission to analyze 

data concerning the Program, which the 

Exchange committed to provide to the 

Commission. 6 For this reason and the 

reasons stated in the Order originally 

granting the limited exemption, the 

Commission finds that extending the 

exemption, pursuant to its authority 

under Rule 612(c) of Regulation NMS, is 

appropriate in the public interest and 

consistent with the protection of 

investors. 

Therefore, it is hereby ordered, that, 

pursuant to Rule 612(c) of Regulation 

NMS, the Exchange is granted a limited 

exemption from Rule 612(c) of 

Regulation NMS that allows it to accept 

and rank orders priced equal to or 

greater than $1.00 per share in 

increments of $0.001, in connection 

with the operation of its RPI Program. 

The limited and temporary exemption 

extended by this Order is subject to 

modification or revocation if at any time 

the Commission determines that such 

action is necessary or appropriate in 

furtherance of the purposes of the 

Securities Exchange Act of 1934. 

Responsibility for compliance with any 

applicable provisions of the federal 

securities laws must rest with the 

persons relying on the exemptions that 

are the subject of this Order. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority. 7

Brent J. Fields, 

Secretary. 

[FR Doc. 2016–01534 Filed 1–26–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–76960; File No. SR–CBOE– 

2015–107] 

Self-Regulatory Organizations; 

Chicago Board Options Exchange, 

Incorporated; Notice of Filing of 

Amendment No. 2 and Order Granting 

Accelerated Approval of Proposed 

Rule Change, as Modified by 

Amendment Nos. 1 and 2 Thereto, 

Relating to Price Protection 

Mechanisms for Quotes and Orders 

January 21, 2016. 

I. Introduction 

Chicago Board Options Exchange, 

Incorporated (the ‘‘Exchange’’ or 

‘‘CBOE’’) filed on November 24, 2015, 

with the Securities and Exchange 

Commission (the ‘‘Commission’’), 

pursuant to section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a 

proposal to enhance its current price 

protection mechanisms and adopt 

certain new price protection 

functionality for orders and quotes. On 

December 4, 2015, the Exchange filed 

Amendment No. 1 to the proposed rule 

change. The proposed rule change, as 

modified by Amendment No. 1, was 

published for comment in the Federal 

Register on December 11, 2015.3 On 

December 29, 2015, the Exchange filed 

Amendment No. 2 to the proposed rule 

change.4 The Commission received no 


asabaliauskas on DSK5VPTVN1PROD with NOTICES