Federal Register / Vol. 81, No. 27 / Wednesday, February 10, 2016 / Notices 7161 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4See Securities Exchange Act Release No. 72665 

(July 24, 2014), 79 FR 44236 (July 30, 2014) (SR– 

NYSEArca–2014–59) (order approving listing and 

trading on the Exchange of Shares of the Fund) 

(‘‘Prior Order’’). See also Securities Exchange Act 

Release No. 72298 (June 3, 2014), 79 FR 33024 (June 

9, 2014) (SR–NYSEArca–2014–59) (notice of filing 

of proposed rule change relating to listing and 

trading on the Exchange of Shares of the Fund 

(‘‘Prior Notice’’, and together with the Prior Order, 

the ‘‘Prior Release’’). 

5The Trust is registered under the Investment 

Company Act of 1940 (‘‘1940 Act’’). On February 

18, 2014, the Trust filed with the Commission an 

amendment to its registration statement on Form N– 

1A under the Securities Act of 1933 (‘‘Securities 

Act’’) and the 1940 Act relating to the Fund (File 

Nos. 333–157876 and 811–22110) (‘‘Registration 

Statement’’). The description of the operation of the 

Trust and the Fund herein is based, in part, on the 

Registration Statement. 

6See note 10 of the Prior Notice. 

Burden per response: 30 minutes. 

Total average annual burden: 200 

hours. 

Request for comments: Comments 

submitted in response to this notice will 

be summarized and/or included in the 

request for OMB approval. Comments 

are invited on: (a) Whether the 

collection of information is necessary 

for the proper performance of the 

functions of the agency, including 

whether the information shall have 

practical utility; (b) the accuracy of the 

agency’s estimate of the burden of the 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information to be collected; (d) 

ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology; 

and (e) estimates of capital or start-up 

costs and costs of operation, 

maintenance, and purchase of services 

to provide information. Burden means 

the total time, effort, or financial 

resources expended by persons to 

generate, maintain, retain, disclose or 

provide information to or for a Federal 

agency. This includes the time needed 

to review instructions; to develop, 

acquire, install, and utilize technology 

and systems for the purpose of 

collecting, validating, and verifying 

information, processing and 

maintaining information, and disclosing 

and providing information; to train 

personnel and to be able to respond to 

a collection of information, to search 

data sources, to complete and review 

the collection of information; and to 

transmit or otherwise disclose the 

information. 

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. 

Dominic J. Mancini, 

Deputy Administrator, Office of Information 

and Regulatory Affairs. 

[FR Doc. 2016–02688 Filed 2–9–16; 8:45 am] 

BILLING CODE P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–77050; File No. SR– 

NYSEArca–2016–23] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Relating to the 

AdvisorShares Athena High Dividend 

ETF’s Investments in Sponsored and 

Unsponsored American Depositary 

Receipts 

February 4, 2016. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on January 

29, 2016, NYSE Arca, Inc. (the 

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

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the self-regulatory 

organization. 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 the Substance 

of the Proposed Rule Change 

The Exchange proposes to change the 

description of the AdvisorShares 

Athena High Dividend ETF’s 

investments in sponsored and 

unsponsored American Depositary 

Receipts. The Commission has 

previously approved listing and trading 

on the Exchange of shares of the 

AdvisorShares Athena High Dividend 

ETF, and such shares are currently 

listed and traded on the Exchange under 

NYSE Arca Equities Rule 8.600. 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Commission has approved listing 

and trading on the Exchange of shares 

(‘‘Shares’’) of the AdvisorShares Athena 

High Dividend ETF (the ‘‘Fund’’) 4

under NYSE Arca Equities Rule 8.600, 

which governs the listing and trading of 

Managed Fund Shares. The Fund is an 

actively managed exchange traded fund. 

The Shares are offered by the 

AdvisorShares Trust (the ‘‘Trust’’).5

Shares of the Fund are currently listed 

and traded on the Exchange under 

NYSE Arca Equities Rule 8.600. 

The investment adviser to the Fund is 

AdvisorShares Investments, LLC (the 

‘‘Adviser’’). AthenaInvest Advisors LLC 

(‘‘Sub-Adviser’’) is the Fund’s subadviser. 

As stated in the Prior Release, the 

Fund’s investment objective is to seek 

long-term capital appreciation. Under 

normal market conditions, the Fund 

seeks to achieve its investment objective 

by investing substantially all of the 

Fund’s assets in (1) U.S. and foreign 

common stock of issuers of any 

capitalization range, and (2) American 

Depositary Receipts (‘‘ADRs’’), Global 

Depositary Receipts (‘‘GDRs’’), European 

Depositary Receipts (‘‘EDRs’’) and 

International Depository Receipts 

(‘‘IDRs’’, and together with ADRs, GDRs, 

and EDRs, ‘‘Depositary Receipts’’) that 

provide investment exposure to global 

equity markets.6 The Prior Release 

stated that, other than unsponsored 

ADRs, all U.S. and foreign common 

stocks and Depositary Receipts in which 

the Fund will invest will be exchangetraded. The Prior Release further stated 


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7162 Federal Register / Vol. 81, No. 27 / Wednesday, February 10, 2016 / Notices 

7 Id. 

8The Adviser and Sub-Adviser represent that the 

Sub-Adviser will not implement the changes 

described herein until the instant proposed rule 

change is operative. 9 15 U.S.C. 78f(b)(5). 

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

11 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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. The Exchange has satisfied this 

requirement. 

12 15 U.S.C. 78s(b)(2)(B). 

that ADRs may be sponsored or 

unsponsored, but unsponsored ADRs 

will not exceed 10% of the Fund’s net 

assets.7

In this proposed rule change, the 

Exchange proposes to change the 

description of the Fund’s investments in 

sponsored and unsponsored ADRs. 

Going forward, U.S. and foreign 

common stocks in which the Fund will 

invest will be exchange-traded, and 

non-exchange-traded ADRs will not 

exceed 10% of the Fund’s net assets.8

The proposed change, therefore, would 

include both unsponsored ADRs (which 

are not exchange-traded) and certain 

sponsored ADRs that are traded overthe-counter (‘‘OTC’’) within the 10% 

limit to Fund assets that may be 

invested in non-exchange-traded ADRs. 

While sponsored ADRs are usually 

exchange-traded, certain sponsored 

ADRs are traded OTC. The Prior Release 

did not accommodate investments by 

the Fund in sponsored ADRs that are 

traded OTC. The proposed change 

would allow the Fund to invest in both 

exchange-traded and OTC sponsored 

ADRs. However, the Fund’s investments 

in unsponsored ADRs and OTC 

sponsored ADRs will not exceed 10% of 

the Fund’s net assets, in the aggregate. 

OTC sponsored ADRs will be valued 

at the last reported sale price from the 

OTC Bulletin Board or OTC Link LLC 

on the valuation date. If an OTC 

sponsored ADR does not trade on a 

particular day, then the mean between 

the last quoted closing bid and asked 

price will be used. Intra-day and closing 

price information relating to OTC 

sponsored ADRs will be available from 

major market data vendors. 

In addition, the Prior Release stated 

that unsponsored ADRs will be valued 

on the basis of the market closing price 

on the exchange where the stock of the 

foreign issuer that underlies the ADR is 

listed. The Exchange proposes to change 

this representation to state that 

unsponsored ADRs will be valued at the 

last reported sale price from the OTC 

Bulletin Board or OTC Link LLC on the 

valuation date. If an unsponsored ADR 

does not trade on a particular day, then 

the mean between the last quoted 

closing bid and asked price will be 

used. 

The Sub-Adviser represents that there 

is no change to the Fund’s investment 

objective. The Fund will continue to 

comply with all initial and continued 

listing requirements under NYSE Arca 

Equities Rule 8.600. 

Except for the changes noted above, 

all other representations made in the 

Prior Release remain unchanged. 

All terms referenced but not defined 

herein are defined in the Prior Release. 

2. Statutory Basis 

The basis under the Act for this 

proposed rule change is the requirement 

under Section 6(b)(5) 9 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 the 

proposed rule change is designed to 

prevent fraudulent and manipulative 

acts and practices in that the Fund will 

continue to comply with all initial and 

continued listing requirements under 

NYSE Arca Equities Rule 8.600. The 

proposed change would include both 

unsponsored ADRs (which are not 

exchange-traded) and certain sponsored 

ADRs that are traded OTC within the 

10% limit to Fund assets that may be 

invested in non-exchange-traded ADRs. 

The Prior Release did not 

accommodate investments by the Fund 

in sponsored ADRs that are traded OTC. 

The proposed change would provide the 

Fund with additional flexibility with 

respect to its investments in sponsored 

ADRs by allowing the Fund to invest in 

both exchange-traded and OTC 

sponsored ADRs. However, the Fund’s 

investments in unsponsored ADRs and 

OTC sponsored ADRs will not exceed 

10% of the Fund’s net assets, in the 

aggregate. 

The Sub-Adviser represents that there 

is no change to the Fund’s investment 

objective. The Fund will continue to 

comply with all initial and continued 

listing requirements under NYSE Arca 

Equities Rule 8.600. 

Except for the changes noted above, 

all other representations made in the 

Prior Release remain unchanged. 

The proposed rule change is designed 

to promote just and equitable principles 

of trade and to protect investors and the 

public interest in that the Sub-Adviser 

represents that there is no change to the 

Fund’s investment objective. As noted 

above, the Fund’s investments in 

unsponsored ADRs and OTC sponsored 

ADRs will not exceed 10% of the Fund’s 

net assets, in the aggregate. 

The proposed rule change is designed 

to perfect the mechanism of a free and 

open market and, in general, to protect 

investors and the public interest in that 

the Fund will continue to comply with 

all initial and continued listing 

requirements under NYSE Arca Equities 

Rule 8.600. Except for the change noted 

above, all other representations made in 

the Rule 19b-4 filing underlying the 

Prior Release remain unchanged. 

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 purposes of the Act. The 

Exchange believes the proposed rule 

change regarding investments in ADRs 

will promote competition among 

actively managed funds that invest in 

U.S. and foreign common stocks and 

Depositary Receipts, to the benefit of the 

investing public. 

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 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 10 and Rule 19b–4(f)(6) 

thereunder.11

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) 12 of the Act to 


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Federal Register / Vol. 81, No. 27 / Wednesday, February 10, 2016 / Notices 7163 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The Exchange does not currently assess a 

registered representative fee to its members. 

4The ORF would apply to all customer orders 

executed by a BX Participant on BX. Exchange rules 

require each BX Participant to submit trade 

information in order to allow the Exchange to 

properly prioritize and match orders and quotations 

and report resulting transactions to the OCC. See 

Exchange Rules Chapter V, Section 7. The Exchange 

represents that it has surveillances in place to verify 

that BX Participants comply with the Rule. 

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–2016–23 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–2016–23. 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 such 

filing also will be available for 

inspection and copying at the principal 

offices 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–2016–23, and should be 

submitted on or before March 2, 2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–02603 Filed 2–9–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–77053; File No. SR–BX– 

2016–007] 

Self-Regulatory Organizations; 

NASDAQ OMX BX, Inc.; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change to Adopt an 

Options Regulatory Fee 

February 4, 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 

21, 2016, NASDAQ OMX BX, Inc. (‘‘BX’’ 

or ‘‘Exchange’’) 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. 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 institute a 

new transaction based ‘‘Options 

Regulatory Fee’’ or ‘‘ORF.’’ 

While fee changes pursuant to this 

proposal are effective upon filing, the 

Exchange has designated these changes 

to be operative on February 1, 2016. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

at http://

nasdaqomxbx.cchwallstreet.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 

Exchange 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 these 

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 aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend BX 

Options Rule at Chapter XV, Section 5, 

which is currently reserved, to adopt an 

ORF.3

In order to offset the cost of the 

Exchange’s regulatory programs, the 

Exchange proposes to [sic] an ORF of 

$0.0003 per contract. The ORF would be 

assessed by the Exchange to each BX 

Participant for all options transactions 

executed or cleared by the BX 

Participant that are cleared by The 

Options Clearing Corporation (‘‘OCC’’) 

in the Customer range, i.e., transactions 

that clear in the Customer account of the 

BX Participant’s clearing firm at OCC, 

regardless of the marketplace of 

execution. The Exchange would impose 

the ORF on all options transactions 

executed by a BX Participant, even if the 

transactions do not take place on BX.4

The ORF would also be assessed on 

transactions that are not executed by a 

BX Participants [sic] but are ultimately 

cleared by a BX Participant. For 

example, if a BX Participant executed a 

transaction and a BX Participant cleared 

the transaction, the ORF would be 

assessed to the BX Participant who 

executed the transaction. Also, if a nonBX Participant executed a transaction 

and a BX Participant cleared the 

transaction, the ORF would be assessed 

to the BX Participant who cleared the 

transaction. 

The Exchange believes it is 

appropriate to charge the ORF only to 

transactions that clear as Customer at 

OCC. The Exchange believes that its 

broad regulatory responsibilities with 

respect to BX Participants’ activities 

supports applying the ORF to 

transactions cleared but not executed by 

a BX Participant. The Exchange’s 

regulatory responsibilities are the same 

regardless of whether a BX Participant 

executes a transaction or clears a 

transaction executed on its behalf. The 


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