Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 28921 

17 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. 90495 

(Nov. 24, 2020), 85 FR 77304 (Dec. 1, 2020) (SR– 

NYSE–2020–95) (‘‘Notice’’). 

4See Securities Exchange Act Release No. 90917 

(Jan. 13, 2021), 86 FR 6403 (Jan. 21, 2020). 

5 15 U.S.C. 78s(b)(2)(B). 

6See Securities Exchange Act Release No. 91227, 

(Mar. 1, 2021), 86 FR 12991 (Mar. 5, 2021). 

7 In Amendment No. 1, the Exchange proposes 

that the percentage parameter that would be 

applicable to when a DMM may electronically 

facilitate a Trading Halt Auction or would be 

required to publish a pre-opening indication would 

be 5% instead of 10%. See Letter from Martha 

Redding Associate General Counsel, NYSE LLC, to 

Secretary, Commission (April 12, 2021). 

Amendment No. 1 is available at https://

www.sec.gov/comments/sr-nyse-2020-95/ 

srnyse202095-8662901-235314.pdf. 

8Comments received on the proposed rule 

changes, as modified by Amendment No. 1, are 

available on the Commission’s website at https://

www.sec.gov/comments/sr-nyse-2020-95/ 

srnyse202095.htm. 

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

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–2021–11. 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 website (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 website 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. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–ISE–2021–11 and should be 

submitted on or before June 18, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–11290 Filed 5–27–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: Notice is hereby given, 

pursuant to the provisions of the 

Government in the Sunshine Act, Public 

Law 94–409, that the Securities and 

Exchange Commission Investor 

Advisory Committee will hold a public 

meeting on Thursday, June 10, 2021. 

The meeting will begin at 10:00 a.m. 

(ET) and will be open to the public. 

PLACE: The meeting will be conducted 

by remote means and/or at the 

Commission’s headquarters, 100 F St 

NE, Washington, DC 20549. Members of 

the public may watch the webcast of the 

meeting on the Commission’s website at 

www.sec.gov. 

STATUS: This Sunshine Act notice is 

being issued because a majority of the 

Commission may attend the meeting. 

On May 26, 2021, the Commission 

published notice of the Committee 

meeting (Release Nos. 33–10944, 34– 

92018), indicating that the meeting is 

open to the public and inviting the 

public to submit written comments to 

the Committee. 

MATTER TO BE CONSIDERED: The agenda 

for the meeting includes: Welcome 

remarks; approval of previous meeting 

minutes; a panel discussion regarding 

best execution and its role in post-NMS 

market structure; a panel discussion 

regarding best execution issues unique 

to wholesale brokers; a panel discussion 

regarding 10b5–1 plans; a discussion of 

a recommendation regarding individual 

retirement accounts; subcommittee 

reports; and a non-public administrative 

session. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information and to ascertain 

what, if any, matters have been added, 

deleted or postponed; please contact 

Vanessa A. Countryman from the Office 

of the Secretary at (202) 551–5400. 

Dated: May 26, 2021. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2021–11502 Filed 5–26–21; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91975; File No. SR–NYSE– 

2020–95] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Designation of a Longer Period for 

Commission Action on Proceedings To 

Determine Whether To Approve or 

Disapprove a Proposed Rule Change, 

as Modified by Amendment No. 1, To 

Make Permanent Commentaries to 

Rule 7.35A and Commentaries to Rule 

7.35B and Make Related Changes to 

Rules 7.32, 7.35C, 46B, and 47 

May 24, 2021. 

On November 13, 2020, New York 

Stock Exchange LLC (‘‘NYSE’’ or 

‘‘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 

make permanent Commentaries .01(a) 

and (b) and .06 to Rule 7.35A (DMMFacilitated Core Open and Trading Halt 

Auctions) and Commentaries .01 and 

.03 to Rule 7.35B (DMM-Facilitated 

Closing Auctions) and to make related 

changes to Rules 7.32 (Order Entry), 

7.35C (Exchange-Facilitated Closing 

Auctions), 46B (Regulatory Trading 

Official), and 47 (Floor Officials— 

Unusual Situations). The proposed rule 

change was published for comment in 

the Federal Register on December 1, 

2020.3 On January 13, 2020, the 

Commission extended to March 1, 2021, 

the time period in which to approve the 

proposal, disapprove the proposal, or 

institute proceedings to determine 

whether to approve or disapprove the 

proposal.4 On March 1, 2021, the 

Commission instituted proceedings 

under Section 19(b)(2)(B) of the Act 5 to 

determine whether to approve or 

disapprove the proposed rule change.6

On April 12, 2021, the Exchange filed 

Amendment No. 1 7 to the proposed rule 

change with the Commission and 

submitted Amendment No. 1 for 

inclusion in the public comment file.8

The Commission has received no other 

comment letters on the proposed rule 

change, as modified by Amendment No. 

1. 

Section 19(b)(2) of the Act 9 provides 

that, after initiating proceedings, the 

Commission shall issue an order 

approving or disapproving the proposed 

rule change not later than 180 days after 

the date of publication of notice of filing 

of the proposed rule change. The 

Commission may extend the period for 

28922 Federal Register / Vol. 86, No. 102 / Friday, May 28, 2021 / Notices 

10See Securities Exchange Act Release No. 90495 

(Nov. 24, 2020), 85 FR 77304 (Dec. 1, 2020) (SR– 

NYSE–2020–95) (‘‘Notice’’). 

11 15 U.S.C. 78s(b)(2). 

12 17 CFR 200.30–3(a)(57). 

1Applicants request relief with respect to any 

existing or future series of the Trust and any other 

registered open-end management investment 

company or series thereof that: (a) Is advised by 

Simplify or any entity controlling, controlled by or 

under common control with Simplify or its 

successors (each, also an ‘‘Advisor’’); (b) uses the 

manager of managers structure described in the 

application; and (c) complies with the terms and 

conditions of the application (any such series, a 

‘‘Fund’’). For purposes of the requested order, 

‘‘successor’’ is limited to any entity that results 

from a reorganization into another jurisdiction or a 

change in the type of business organization. 

2Any future Subsidiary Advisory Agreement will 

be approved by the Board, including a majority of 

the trustees who are not ‘‘interested persons’’ (as 

defined in section 2(a)(19) of the Act) of the Fund 

or the Advisor, and the Fund’s shareholders. 

issuing an order approving or 

disapproving the proposed rule change, 

however, by not more than 60 days if 

the Commission determines that a 

longer period is appropriate and 

publishes the reasons for such 

determination. The proposed rule 

change was published for notice and 

comment in the Federal Register on 

December 1, 2020.10 May 30, 2021 is 

180 days from that date, and July 29, 

2021, is 240 days from that date. 

The Commission finds it appropriate 

to designate a longer period within 

which to issue an order approving or 

disapproving the proposed rule change, 

as modified by Amendment No. 1, so 

that it has sufficient time to consider the 

proposed rule change, as modified by 

Amendment No.1. Accordingly, the 

Commission, pursuant to Section 

19(b)(2) of the Act,11 designates July 29, 

2021, as the date by which the 

Commission shall either approve or 

disapprove the proposed rule change 

(File No. SR–NYSE–2020–95) as 

modified by Amendment No. 1. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–11289 Filed 5–27–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

34274; 812–15154] 

Simplify Exchange Traded Funds and 

Simplify Asset Management Inc. 

May 24, 2021. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

Notice of an application under section 

6(c) of the Investment Company Act of 

1940 (‘‘Act’’) for an exemption from 

section 15(a) of the Act and rule 18f–2 

under the Act, as well as from certain 

disclosure requirements in rule 20a–1 

under the Act, Item 19(a)(3) of Form N– 

1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 

22(c)(8) and 22(c)(9) of Schedule 14A 

under the Securities Exchange Act of 

1934, and Sections 6–07(2)(a), (b), and 

(c) of Regulation S–X (‘‘Disclosure 

Requirements’’). The requested 

exemption would permit an investment 

adviser to hire and replace certain subadvisers without shareholder approval 

and grant relief from the Disclosure 

Requirements as they relate to fees paid 

to the sub-advisers. 

APPLICANTS: Simplify Exchange Traded 

Funds (the ‘‘Trust’’), a Delaware 

statutory trust registered under the Act 

as an open-end management investment 

company with multiple series, and 

Simplify Asset Management Inc., a New 

York corporation registered as an 

investment adviser under the 

Investment Advisers Act of 1940 

(‘‘Simplify’’ or the ‘‘Advisor,’’ and, 

collectively with the Trust, the 

‘‘Applicants’’). 

FILING DATES: The application was filed 

on August 18, 2020, and amended on 

February 24, 2021. 

HEARING OR NOTIFICATION OF HEARING: 

An order granting the requested relief 

will be issued unless the Commission 

orders a hearing. Interested persons may 

request a hearing by emailing the 

Commission’s Secretary at SecretarysOffice@sec.gov and serving applicants 

with a copy of the request by email. 

Hearing requests should be received by 

the Commission by 5:30 p.m. on June 

18, 2021, and should be accompanied 

by proof of service on the applicants, in 

the form of an affidavit, or, for lawyers, 

a certificate of service. Pursuant to rule 

0–5 under the Act, hearing requests 

should state the nature of the writer’s 

interest, any facts bearing upon the 

desirability of a hearing on the matter, 

the reason for the request, and the issues 

contested. Persons who wish to be 

notified of a hearing may request 

notification by emailing the 

Commission’s Secretary at SecretarysOffice@sec.gov. 

ADDRESSES: The Commission: 

Secretarys-Office@sec.gov. Applicants: 

c/o JoAnn M. Strasser, Thompson Hine 

LLP, by email: JoAnn.Strasser@

thompsonhine.com. 

FOR FURTHER INFORMATION CONTACT: 

Christine Y. Greenlees, Senior Counsel, 

at (202) 551–6879, or Lisa Reid Ragen, 

Branch Chief, at (202) 551–6825 

(Division of Investment Management, 

Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained via the Commission’s 

website by searching for the file 

number, or an applicant using the 

Company name box, at http://

www.sec.gov/search/search.htm or by 

calling (202) 551–8090. 

Summary of the Application 

1. The Advisor serves as the 

investment adviser to the Funds (as 

defined below) pursuant to investment 

advisory agreements with the Funds 

(the ‘‘Advisory Agreements’’).1 The 

Advisor will provide the Funds with 

continuous and comprehensive 

investment management services subject 

to the supervision of, and policies 

established by, each Fund’s board of 

trustees (‘‘Board’’). The Advisory 

Agreements permit the Advisor, subject 

to the approval of the Board, to delegate 

to one or more sub-advisers (each, a 

‘‘Subadvisor’’ and collectively, the 

‘‘Subadvisors’’) the responsibility to 

provide the day-to-day portfolio 

investment management of each Fund 

(either directly or through such Fund’s 

direct wholly-owned subsidiary), 

subject to the supervision and direction 

of the Advisor. The primary 

responsibility for managing the Funds 

will remain vested in the Advisor. The 

Advisor will hire, evaluate, allocate 

assets to and oversee the Subadvisors, 

including determining whether a 

Subadvisor should be terminated, at all 

times subject to the authority of the 

Board. 

2. Each Fund may pursue its 

investment strategies by investing 

through a direct wholly-owned 

subsidiary (each such subsidiary, a 

‘‘Subsidiary’’). Any future Subsidiary 

will enter into an investment advisory 

agreement with the respective Advisor 

(the ‘‘Subsidiary Advisory 

Agreements’’).2 In all cases, an Advisor 

will be the entity providing general 

management services to each Fund, 

including overall supervisory 

responsibility for the general 

management and investment of the 

Fund’s assets (either directly or through 

such Fund’s Subsidiary, if any), and, 

subject to review and approval of the 

Board, will: (a) Set such Fund’s 

(including, if any, its Subsidiary’s) 

overall investment strategies; (b) 

evaluate, select and recommend 

Subadvisors to manage all or a portion 

of the Fund’s assets (directly or through 

the Fund’s Subsidiary, if any); (c)