8548 Federal Register / Vol. 81, No. 33 / Friday, February 19, 2016 / Notices 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Commission notes that, according to the 

Exchange, the implementation of Pillar is now 

scheduled to begin on February 22, 2016. See NYSE 

Arca Trader Update, NYSE Pillar: Phase I Test and 

Launch Date (January 27, 2016), available at https:// 

www.nyse.com/publicdocs/nyse/markets/nyse/

Pillar_Phase_I_Launch_Date_Move.pdf. 5See Securities Exchange Act Release Nos. 74951 

(May 13, 2015), 80 FR 28721 (May 19, 2015) 

(Notice) and 75494 (July 20, 2015), 80 FR 44170 

(July 24, 2015) (Order) (SR–NYSEArca–2015–38) 

(‘‘Pillar I Filing’’); 75497 (July 21, 2015), 80 FR 

45022 (July 28, 2015) (Notice) and 76267 (Oct. 26, 

2015), 80 FR 66951 (Oct. 30, 2015) (Order) (SR– 

NYSEArca–2015–56)(‘‘Pillar II Filing’’); 75467 (July 

16, 2015), 80 FR 43515 (July 22, 2015) (Notice) and 

76198 (Oct. 20, 2015), 80 FR 65274 (Oct. 26, 2015) 

(Order) (SR–NYSEArca–2015–58) (‘‘Pillar III 

Filing’’); and 76085 (Oct. 6, 2015), 80 FR 61513 

(Oct. 13, 2015) (Notice) and 76869 (Jan. 11, 2016) 

(Order) (SR–NYSEArca–2015–86) (‘‘Pillar Auction 

Filing’’). 

6Tier 1 applies to ETP Holders and Market 

Makers (1) that provide liquidity an average daily 

share volume per month of 0.70% or more of the 

US CADV. Tier 2 applies to ETP Holders and 

Market Makers that provide liquidity an average 

daily share volume per month of 0.30% or more, 

but less than 0.70% of the US CADV. Basic Rates 

apply when tier rates do not apply. US CADV 

means United States Consolidated Average Daily 

Volume for transactions reported to the 

Consolidated Tape, excluding odd lots through 

January 31, 2014 (except for purposes of Lead 

Market Maker pricing), and excludes volume on 

days when the market closes early and on the date 

of the annual reconstitution of the Russell 

Investments Indexes. Transactions that are not 

reported to the Consolidated Tape are not included 

in US CADV. 

7Retail Orders are defined in the Fee Schedule as 

orders designated as retail orders and that meet the 

requirements of Rule 7.44(a)(3), but that are not 

executed in the Retail Liquidity Program. The Retail 

Liquidity Program is a pilot program designed to 

attract additional retail order flow to the Exchange 

for NYSE Arca-listed securities and securities 

traded pursuant to unlisted trading privileges while 

also providing the potential for price improvement 

to such order flow. See Rule 7.44. See Securities 

Exchange Act Release No. 71176 (December 23, 

2013), 78 FR 79524 (December 30, 2013) (SR– 

NYSEArca–2013–107). 

accessed via the Commission’s Web site 

(http://www.prc.gov). 

The Commission appoints Kenneth R. 

Moeller to serve as Public 

Representative in this docket. 

III. Ordering Paragraphs 

It is ordered: 

1. The Commission establishes Docket 

No. CP2016–100 for consideration of the 

matters raised by the Postal Service’s 

Notice. 

2. Pursuant to 39 U.S.C. 505, Kenneth 

R. Moeller is appointed to serve as an 

officer of the Commission to represent 

the interests of the general public in this 

proceeding (Public Representative). 

3. Comments are due no later than 

February 22, 2016. 

4. The Secretary shall arrange for 

publication of this order in the Federal 

Register. 

By the Commission. 

Stacy L. Ruble, 

Secretary. 

[FR Doc. 2016–03431 Filed 2–18–16; 8:45 am] 

BILLING CODE 7710–FW–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–77124; File No. SR– 

NYSEArca–2016–18] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend the NYSE Arca 

Equities Schedule of Fees and 

Charges for Exchange Services 

February 12, 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 February 

1, 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, II, and III below, which Items 

have been prepared by the selfregulatory 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 amend the 

NYSE Arca Equities Schedule of Fees 

and Charges for Exchange Services 

(‘‘Fee Schedule’’). The Exchange 

proposes to implement the fee changes 

effective February 1, 2016. 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 

On February 1, 2016,4 the Exchange is 

scheduled to commence the 

implementation of Pillar, the Exchange’s 

proposed new technology trading 

platform.5 Pillar is the integrated trading 

technology platform designed to use a 

single specification for connection to 

the equities and options markets 

operated by NYSE Arca and its 

affiliates, New York Stock Exchange 

LLC and NYSE MKT LLC. NYSE Arca 

Equities will be the first trading system 

to migrate to Pillar. Securities traded on 

the Exchange will be migrated from the 

current trading platform to Pillar in 

phases. The Exchange is proposing that 

the current Fee Schedule, which applies 

to all securities traded on the Exchange, 

will also apply to securities that migrate 

to Pillar. To that end, the Exchange 

proposes to explicitly state in the 

current Fee Schedule that it will also 

apply to securities traded on Pillar. 

Mid-Point Passive Liquidity Order— 

Securities $1.00 and Greater 

The Exchange currently provides per 

share credits under Tier 1, Tier 2 and 

Basic Rates 6 for Mid-Point Passive 

Liquidity (‘‘MPL’’) Orders that provide 

liquidity based on the Average Daily 

Volume (‘‘ADV’’) of provided liquidity 

in MPL Orders for Tape A, Tape B and 

Tape C Securities combined (‘‘MPL 

Adding ADV’’). Specifically, for ETP 

Holders and Market Makers that have 

MPL Adding ADV during a billing 

month of at least 3 million shares, the 

Exchange provides a credit of $0.0015 

for Tape A Securities, $0.0020 for Tape 

B Securities and $0.0025 per share for 

Tape C Securities. For ETP Holders and 

Market Makers with MPL Adding ADV 

during a billing month of at least 1.5 

million shares but less than 3 million 

shares, the Exchange provides a credit 

of $0.0015 for Tape A, Tape B and Tape 

C Securities. For ETP Holders and 

Market Makers with MPL Adding ADV 

during a billing month of less than 1.5 

million shares, the Exchange provides a 

credit of $0.0010 for Tape A, Tape B and 

Tape C Securities. The Exchange also 

currently charges a fee of $0.0030 per 

share for MPL Orders in Tape A, Tape 

B and Tape C Securities that remove 

liquidity from the Exchange that are not 

designated as ‘‘Retail Orders.’’ 7 In 

addition, MPL Orders removing 

liquidity from the Exchange that are 

designated as Retail Orders are not 

currently subject to a fee. On Pillar, 


asabaliauskas on DSK5VPTVN1PROD with NOTICES
Federal Register / Vol. 81, No. 33 / Friday, February 19, 2016 / Notices 8549 

8See NYSE Arca Equities Rule 7.31(c). An 

Auction-Only order is executable during the next 

auction following entry of the order. If the AuctionOnly Order is not executed in the auction, the 

balance is cancelled. Auction-Only orders are only 

available for auctions that take place on the 

Exchange and are not routed to other exchanges. 

9The term ‘‘Lead Market Maker’’ means a 

registered Market Maker that is the exclusive 

Designated Market Maker in listings for which the 

Exchange is the primary market. See NYSE Arca 

Equities Rule 1.1(ccc). 

10See Securities Exchange Act Release No. 74415 

(March 3, 2015), 80 FR 12537 (March 9, 2015) (SR– 

NYSEArca–2015–08). 

11 15 U.S.C. 78f(b). 

12 15 U.S.C. 78f(b)(4) and (5). 

Mid-Point Passive Liquidity Order is 

named Mid-Point Liquidity Order and 

the Exchange proposes to note this 

name change in each of the Tier 1, Tier 

2 and Basic Rates sections of the Fee 

Schedule in which fees and credits for 

Mid-Point Passive Liquidity Orders are 

described. The Exchange is not 

proposing any change to the fees 

charged or credits provides [sic] for 

Mid-Point Passive Liquidity Orders (and 

for Mid-Point Liquidity Orders on 

Pillar) in securities priced $1.00 and 

greater. 

Orders designated as retail orders for 

securities traded on Pillar would need 

to meet the requirements of Rule 

7.44P(a)(3) and the Exchange proposes 

to amend the Fee Schedule to note the 

application of Rule 7.44P to such 

securities. 

Opening Auction—Securities $1.00 and 

Greater 

The Fee Schedule currently provides 

that a fee of $0.0015 per share is charged 

for certain orders executed in the 

Opening Auction. The order types that 

may trade in these auctions include 

Market Orders and Auction-Only 

Orders.8 This fee is capped at $20,000 

per month per Equity Trading Permit ID. 

On Pillar, the Opening Auction is 

named the Early Open Auction and the 

Exchange proposes to note this name 

change in each of the Tier 1, Tier 2 and 

Basic Rates sections of the Fee Schedule 

in which fees for trades in the Early 

Open Auction are described. The 

Exchange is not proposing any change 

to the fees charged for orders executed 

in the Opening Auction (and in the 

Early Open Auction on Pillar) in 

securities priced $1.00 and greater. 

Market Order Auction—Securities $1.00 

and Greater 

The Fee Schedule currently provides 

that a fee of $0.0015 per share is charged 

for certain orders executed in the 

Market Order Auction. The order types 

that may trade in these auctions include 

Market Orders and Auction-Only 

Orders. This fee is capped at $20,000 

per month per Equity Trading Permit ID. 

On Pillar, the Market Order Auction is 

named the Core Open Auction and the 

Exchange proposes to note this name 

change in each of the Tier 1, Tier 2 and 

Basic Rates sections of the Fee Schedule 

in which fees for trades in the Core 

Open Auction are described. The 

Exchange is not proposing any change 

to the fees charged for orders executed 

in the Market Order Auction (and in the 

Core Open Auction on Pillar) in 

securities priced $1.00 and greater. 

Market Order Auction—Securities Less 

Than $1.00 

The Fee Schedule currently provides 

that a fee of 0.1% of the total dollar 

value will be charged for round lot and 

odd lot executions of securities priced 

below $1.00 that take place during a 

Market Order Auction. On Pillar, the 

Market Order Auction is named the 

Core Open Auction and the Exchange 

proposes to note this name change. The 

Exchange is not proposing any change 

to the fee charged for orders executed in 

the Market Order Auction (and in the 

Core Open Auction on Pillar) in 

securities priced below $1.00. 

Passive Liquidity Order—Securities 

$1.00 and Greater 

The Fee Schedule currently provides 

that no fee or credit is charged for 

Passive Liquidity Orders that provide 

liquidity to the order book in Tape A, 

Tape B or Tape C securities. The Fee 

Schedule further provides that a fee of 

$0.0030 per share is charged for Passive 

Liquidity Orders that take liquidity from 

the order book in Tape A [sic] securities, 

and a fee of $0.0028 per share is charged 

for such orders that take liquidity from 

the order book in Tape B and Tape C 

[sic] securities. On Pillar, Passive 

Liquidity Order is named Limit NonDisplayed Order and the Exchange 

proposes to note this name change in 

each of the Tier 1, Tier 2, Tier 3 and 

Basic Rates sections of the Fee Schedule 

in which fees for Passive Liquidity 

Orders are described. The Exchange is 

not proposing any change to the fee 

charged or rebate provided for Passive 

Liquidity Orders (and for Limit NonDisplayed Orders on Pillar) in securities 

priced $1.00 and greater. 

Passive Liquidity Order—Lead Market 

Makers 

For Lead Market Makers (‘‘LMMs’’),9

the Exchange currently provides a 

$0.0015 per share credit for Passive 

Liquidity Orders that provide liquidity 

in securities for which they are 

registered as the LMM. On Pillar, 

Passive Liquidity Order is named NonDisplayed Limit Order and the 

Exchange proposes to note this name 

change in the section of the Fee 

Schedule related to Market Maker Fees 

and Credits. The Exchange is not 

proposing any change to the credit 

provided to LMMs for Passive Liquidity 

Orders (and for Non-Displayed Limit 

Orders on Pillar). 

Post No Preference Blind Order—Lead 

Market Makers 

For LMMs, the Exchange currently 

provides a $0.0030 per share credit for 

orders that provide undisplayed 

liquidity in Post No Preference Blind 

(PNP B) Orders to the order book in 

securities for which they are registered 

as LMMs. On Pillar, PNP B Order is 

named Arca Only Order and the 

Exchange proposes to note the name 

change with an amendment to the Fee 

Schedule that notes this name change. 

The Exchange is not proposing any 

change to the credit provided to LMMs 

that provide undisplayed liquidity in 

securities in which they are registered 

as LMMs using PNP B Orders (and for 

Arca Only Orders on Pillar). 

Non-Substantive Change to the Fee 

Schedule 

The Fee Schedule currently provides 

that a fee of $0.0025 per share is charged 

for Primary Sweep Orders in Tape A 

securities routed outside the book to the 

NYSE that remove liquidity from the 

NYSE and that Primary Sweep Orders in 

Tape A securities routed outside the 

book to the NYSE that provide liquidity 

to the NYSE are not charged a fee or 

given a credit. This fee appears in each 

of Tier 1, Tier 2 and Basic Rates sections 

of the Fee Schedule. The Exchange has 

eliminated the Primary Sweep Order 

type and therefore, proposes to remove 

this fee from the Fee Schedule as it is 

no longer applicable.10

The proposed changes are not 

otherwise intended to address any other 

issues, and the Exchange is not aware of 

any significant problems that market 

participants would have in complying 

with the proposed changes. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,11 in general, and 

furthers the objectives of Sections 

6(b)(4) and (5) of the Act,12 in particular, 

because it provides for the equitable 

allocation of reasonable dues, fees, and 

other charges among its members, 

issuers and other persons using its 

facilities and does not unfairly 


asabaliauskas on DSK5VPTVN1PROD with NOTICES
8550 Federal Register / Vol. 81, No. 33 / Friday, February 19, 2016 / Notices 

13 15 U.S.C. 78s(b)(3)(A). 

14 17 CFR 240.19b–4(f)(2). 

15 15 U.S.C. 78s(b)(2)(B). 16 17 CFR 200.30–3(a)(12). 

discriminate between customers, 

issuers, brokers or dealers. 

The Exchange believes that the 

proposed changes to the Fee Schedule, 

which include the addition of rule text 

to note that the Fee Schedule would be 

applicable to securities traded on Pillar 

and the addition of rule text to [sic] 

regarding order types that would be 

renamed on Pillar, is reasonable, 

equitable and not unfairly 

discriminatory because the changes are 

designed to make the Fee Schedule 

more logical and comprehensive 

therefore, easier for market participants 

to navigate and digest, which is in the 

public interest. The Exchange further 

believes that the proposed changes are 

designed to enable market participants 

to better understand how Exchange fees 

would be applicable to market 

participants, which should make the 

overall Fee Schedule more transparent 

and comprehensive to the benefit of the 

investing public. 

The Exchange believes removing 

references to Primary Sweep Orders 

from the Fee Schedule will remove 

investor confusion as this order type no 

longer exists in the Exchange’s rules. 

The Exchange strives for clarity in its 

rules and Fee Schedule so that market 

participants may best understand how 

rules and fees apply. The Exchange 

believes that the proposed removal of 

outdated language and fees from the Fee 

Schedule will add clarity to the Fee 

Schedule and alleviate potential 

confusion which will 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. 

For the foregoing reasons, the 

Exchange believes that the proposal is 

consistent with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will any [sic] 

burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

proposed change is not designed to 

address any competitive issue but rather 

provide the public and investors with a 

Fee Schedule that is transparent once 

securities traded on the Exchange begin 

to migrate to Pillar. 

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) 13 of the Act and 

subparagraph (f)(2) of Rule 19b–414

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) 15 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–2016–18 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSEArca–2016–18. 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 

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–2016–18, and should be 

submitted on or before March 11, 2016. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2016–03387 Filed 2–18–16; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–02736. 

Extension: 

Form 18–K, SEC File No. 270–108, OMB 

Control No. 3235–0120. 

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 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Form 18–K (17 CFR 249.318) is an 

annual report form used by foreign 

governments or political subdivisions of 

foreign governments that have securities 

listed on a United States exchange. The 

information to be collected is intended 

to ensure the adequacy and public 

availability of information available to 

investors. We estimate that Form 18–K 

takes approximately 8 hours to prepare 

and is filed by approximately 35 


asabaliauskas on DSK5VPTVN1PROD with NOTICES