Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 69173 

6See Securities Exchange Act Release No. 72867, 

79 FR 50720 (Aug. 25, 2014). Specifically, the 

Commission instituted proceedings to allow for 

additional analysis of the proposed rule change’s 

consistency with Section 6(b)(5) of the Act, which 

requires, among other things, that the rules of a 

national securities exchange be ‘‘designed to 

prevent fraudulent and manipulative acts and 

practices, to promote just and equitable principles 

of trade,’’ and ‘‘to protect investors and the public 

interest.’’ See id. 

7 15 U.S.C. 78s(b)(2). 

8See supra note 3 and accompanying text. 

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

10 17 CFR 200.30–3(a)(57). 

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. 73464 

(Oct. 29, 2014), 79 FR 65437. 5 15 U.S.C. 78s(b)(1). 

6 17 CFR 240.19b–4. 

7Amendment No. 2 replaces SR–NYSEArca– 

2014–120 and supersedes such filing in its entirety. 

Amendment No. 1 was filed on November 3, 2014 

and withdrawn on November 6, 2014. 

8Commentary .02 to NYSE Arca Equities Rule 

8.200 applies to Trust Issued Receipts that invest 

in ‘‘Financial Instruments.’’ The term ‘‘Financial 

Instruments,’’ as defined in Commentary .02(b)(4) to 

NYSE Arca Equities Rule 8.200, means any 

combination of investments, including cash; 

securities; options on securities and indices; futures 

contracts; options on futures contracts; forward 

contracts; equity caps, collars and floors; and swap 

agreements. 

9The Trust submitted a registration statement 

with respect to the Fund on Form S–1 under the 

Securities Act of 1933 (‘‘1933 Act’’) on October 7, 

2014 (File No. 333–199190) (the ‘‘Registration 

Statement’’). The description of the Fund and the 

Shares contained herein are based, in part, on the 

Registration Statement. 

10See, e.g., Securities Exchange Act Release No. 

58161 (July 15, 2008), 73 FR 42380 (July 21, 2008) 

(SR–Amex–2008–39). 

11See, e.g., Securities Exchange Act Release No. 

58163 (July 15, 2008), 73 FR 42391 (July 21, 2008) 

(SR–NYSEArca–2008–73). 

12See, e.g., Securities Exchange Act Release No. 

70209 (August 15, 2013), 78 FR 51269 (June 24, 

2013) (SR–NYSEArca–2013–60); Securities 

Exchange Act Release No. 58457 (September 3, 

2008), 73 FR 52711 (September 10, 2008) (SR– 

NYSEArca–2008–91). 

13See, e.g., Securities Exchange Act Release Nos. 

56131 (July 25, 2007), 77 FR 42212 (August 1, 2007) 

(SR–NYSEArca–2007–57) (order approving listing 

and trading on NYSE Arca of shares of eight issues 

Continued 

proposed rule change.6 The Commission 

received no comments on the proposed 

rule change. 

Section 19(b)(2) of the Act 7 provides 

that, after initiating disapproval 

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, however, 

extend the period for issuing an order 

approving or disapproving the proposed 

rule change by not more than 60 days 

if the Commission determines that a 

longer period is appropriate and 

publishes the reasons for that 

determination. The proposed rule 

change was published for notice and 

comment in the Federal Register on 

May 21, 2014.8 The 180th day after 

publication of the notice of the filing of 

the proposed rule change in the Federal 

Register is November 17, 2014, and the 

240th day after publication of the notice 

of the filing of the proposed rule change 

in the Federal Register is January 16, 

2015. 

The Commission finds it appropriate 

to designate a longer period within 

which to issue an order approving or 

disapproving the proposed rule change 

so that it has sufficient time to consider 

the proposed rule change. 

Accordingly, the Commission, 

pursuant to Section 19(b)(2) of the Act,9

designates January 16, 2015 as the date 

by which the Commission shall either 

approve or disapprove the proposed 

rule change (File No. SR–NYSEArca– 

2014–56). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27447 Filed 11–19–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73602; File No. SR– 

NYSEArca–2014–120] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of 

Amendment No. 2 to Proposed Rule 

Change Relating to Listing and Trading 

Shares of the Sit Rising Rate Fund 

Under NYSE Arca Equities Rule 8.200 

November 14, 2014. 

On October 16, 2014, NYSE Arca, Inc. 

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

with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Exchange 

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

proposed rule change to list and trade 

shares of the Sit Rising Rate Fund under 

NYSE Arca Equities Rule 8.200. The 

proposed rule change was published for 

comment in the Federal Register on 

November 4, 2014.4 The Commission 

received no comments on the proposal. 

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

Act 5 and Rule 19b–4 thereunder,6

notice is hereby given that, on 

November 6, 2014, the Exchange filed 

with the Commission Amendment No. 2 

to the proposed rule change, as 

described in Sections I and II below, 

which Sections have been prepared by 

the Exchange.7 The Commission is 

publishing this notice to solicit 

comments from interested persons on 

the proposed rule change, as modified 

by Amendment No. 2 thereto. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to list and 

trade shares of the Sit Rising Rate Fund 

under NYSE Arca Equities Rule 8.200. 

The text of 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 the 

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 

NYSE Arca Equities Rule 8.200, 

Commentary .02 permits the trading of 

Trust Issued Receipts (‘‘TIRs’’) either by 

listing or pursuant to unlisted trading 

privileges (‘‘UTP’’).8 The Exchange 

proposes to list and trade shares 

(‘‘Shares’’) of the Sit Rising Rate Fund 

(‘‘Fund’’) pursuant to NYSE Arca 

Equities Rule 8.200. The Fund is a series 

of the ETF Managers Group Commodity 

Trust I (the ‘‘Trust’’), a Delaware 

statutory trust.9

The Exchange notes that the 

Commission has previously approved 

the listing and trading of other issues of 

TIRs on the American Stock Exchange 

LLC,10 trading on NYSE Arca pursuant 

to UTP,11 and listing on NYSE Arca.12

In addition, the Commission has 

approved the listing and trading of other 

exchange-traded fund-like products 

linked to the performance of underlying 

currencies and commodities.13


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69174 Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 

of Commodity Trust Shares); 57456 (March 7, 

2008), 73 FR 13599 (March 13, 2008) (SR– 

NYSEArca–2007–91) (order granting accelerated 

approval for NYSE Arca listing and trading of 

shares of the iShares GS Commodity Trusts); 59781 

(April 17, 2009), 74 FR 18771 (April 24, 2009) (SR– 

NYSEArca–2009–28) (order granting accelerated 

approval for NYSE Arca listing and trading of 

shares of the ETFS Silver Trust); 59895 (May 8, 

2009), 74 FR 22993 (May 15, 2009) (SR–NYSEArca– 

2009–40) (order granting accelerated approval for 

NYSE Arca listing the ETFS Gold Trust); 62527 

(July 19, 2010), 75 FR 43606 (July 26, 2010) (SR– 

NYSEArca–2010–44) (order approving listing and 

trading on NYSE Arca of shares of the United States 

Commodity Index Fund). 

14The Sponsor is not a broker-dealer or affiliated 

with a broker-dealer. 

15This Amendment No. 2 to SR–NYSEArca– 

2014–120 replaces SR–NYSEArca–2014–120 as 

originally filed and supersedes such filing in its 

entirety. The Exchange has withdrawn Amendment 

No. 1 to SR–NYSEArca–2014–120. 

16Sit is not affiliated with the Sponsor. Sit is not 

a broker-dealer or affiliated with a broker-dealer. 

17When establishing positions in Treasury 

Instruments, the Fund will be required to deposit 

initial margin with a value of approximately 3% to 

10% of the value of each Treasury Instrument 

position at the time it is established. These margin 

requirements are subject to change from time to 

time by the exchange or the FCM. On a daily basis, 

the Fund will be obligated to pay, or entitled to 

receive, variation margin in an amount equal to the 

change in the daily settlement level of its Treasury 

Instruments positions. 

According to the Registration 

Statement, the Fund’s sponsor and 

investment manager is ETF Managers 

Capital LLC (‘‘ETFMC’’ or the 

‘‘Sponsor’’), a limited liability company 

that is a commodity pool operator 

(‘‘CPO’’) that is registered with the 

Commodity Futures Trading 

Commission (‘‘CFTC’’) 14 and is a 

member of the National Futures 

Association (‘‘NFA’’). U.S. Bancorp 

Fund Services will be the transfer agent, 

custodian and administrator for the 

Fund (‘‘Custodian’’ or ‘‘Administrator’’). 

Esposito Securities LLC (the 

‘‘Distributor’’) will provide statutory 

and wholesaling distribution services.15

Fund’s Investment Objective and 

Strategy 

The Fund’s investment objective will 

be to profit from rising interest rates by 

tracking the performance of a portfolio 

(the ‘‘Benchmark Portfolio’’) consisting 

of exchange traded futures contracts and 

options on futures on 2, 5 and 10-year 

U.S. Treasury securities (‘‘Treasury 

Instruments’’) weighted to achieve a 

targeted negative 10-year average 

effective portfolio duration (the 

‘‘Benchmark Component Instruments’’). 

The Fund will seek to achieve its 

investment objective by investing in the 

Benchmark Component Instruments 

currently constituting the Benchmark 

Portfolio. The Fund will invest in the 

Treasury Instruments in the same 

weighting as the Benchmark Portfolio. 

The Benchmark Portfolio will be 

maintained by Sit Fixed Income 

Advisors II, LLC (‘‘Sit’’) 16 and will be 

rebalanced, reconstituted, or both, 

monthly, typically on the 15th of each 

month and on the next business day if 

the 15th is a holiday, weekend, or other 

day on which the national exchanges 

are closed, to maintain a negative 10- 

year average effective duration. The 

Benchmark Portfolio and the Fund will 

each maintain a short position in 

Treasury Instruments. The Fund will 

not use futures contracts or options to 

obtain leveraged investment results. The 

Benchmark Component Instruments 

constituting the Benchmark Portfolio 

and anticipated rebalancing dates, as 

well as the daily holdings of the Fund, 

will be available on the Fund’s Web site 

at www.risingratefund.com. 

The weightings of the Treasury 

Instruments constituting the Benchmark 

Portfolio and the Fund will be based on 

each maturity’s duration contribution. 

Longer duration treasuries will account 

for a more meaningful portion of the 

Fund’s price sensitivity to changes in 

interest rates. As of October 9, 2014, the 

Benchmark Portfolio consisted of: 

Treasury instrument 

(%) 

Percent of 

portfolio 

2 Year U.S. Treasury Futures .. 45 

5 Year U.S. Treasury Futures .. 30 

5 Year U.S. Treasury Call Options ....................................... 15 

10 Year U.S. Treasury Put Options ....................................... 10 

100 

The relative weightings of the 

Benchmark Component Instruments 

will be shifted between maturities only 

when there are material changes in the 

shape of the yield curve, for example, if 

the Federal Reserve began raising short 

term interest rates more than long term 

interest rates. In such an instance, Sit, 

which maintains the Benchmark 

Portfolio, will increase the weightings of 

the 2-year and reduce the weighting in 

the 10-year maturity Treasury 

Instruments. Conversely, Sit will do the 

opposite if the Federal Reserve began 

raising long term interest rates more 

than short term interest rates. 

Reconstitution and rebalancing each 

will occur monthly, on the 15th, or on 

the nest [sic] business day if the 15th is 

a holiday, weekend, or other day on 

which the national exchanges are 

closed, unless there are radical changes 

in the yield curve such that effective 

duration is outside of a range from 

negative nine to negative 11-year 

average effective duration, in which 

case Sit will adjust the maturities of the 

Treasury Instruments before the next 

expected monthly reconstitution. 

The Sponsor anticipates that 

approximately 5% to 15% of the Fund’s 

assets will be used as payment for or 

collateral for Treasury Instruments. In 

order to collateralize its Treasury 

Instrument positions the Fund will hold 

such assets, from which it will post 

margin to its futures commission 

merchant (‘‘FCM’’), in an amount equal 

to the margin required by the relevant 

exchange, and transfer to its FCM any 

additional amounts that may be 

separately required by the FCM.17 Any 

assets not required to be posted as 

margin with the FCM will be held at the 

Fund’s administrator in cash or cash 

equivalents as discussed below. 

The Benchmark Portfolio will be 

invested in Benchmark Component 

Instruments and rebalanced, as noted 

above, to maintain a negative average 

effective portfolio duration of 

approximately 10 years. Duration is a 

measure of estimated price sensitivity 

relative to changes in interest rates. 

Portfolios with longer durations are 

typically more sensitive to changes in 

interest rates. For example, if interest 

rates rise by 1%, the market value of a 

security with an effective duration of 5 

years would decrease by 5%, with all 

other factors being constant, and 

likewise the market value of a security 

with an effective duration of negative 5 

years would increase by 5%, with all 

other factors being constant. Duration 

estimates are based on certain 

assumptions by Sit and are subject to a 

number of limitations. Duration is a 

more accurate estimate of price 

sensitivity provided interest rate 

changes are small and occur equally in 

short-term and long-term securities. 

Investments in debt securities typically 

decrease in value when interest rates 

rise. The risk is usually greater for 

longer-term debt securities. 

The Fund will incur certain expenses 

in connection with its operations. The 

Fund will hold cash or cash equivalents 

such as U.S. Treasuries or other high 

credit quality, short-term fixed-income 

or similar securities (such as shares of 

money market funds) for direct 

investment or as collateral for the 

Treasury Instruments and for other 

liquidity purposes and to meet 

redemptions that may be necessary on 

an ongoing basis. These expenses and 

income from the cash and cash 

equivalent holdings may cause 

imperfect correlation between changes 

in the Fund’s NAV and changes in the 

Benchmark Portfolio, because the 

Benchmark Portfolio does not reflect 

expenses or income. 


rmajette on DSK2VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 69175 

18Authorized Purchasers will be the only persons 

that may place orders to create and redeem baskets. 

Authorized Purchasers must be (1) registered 

broker-dealers or other securities market 

participants, and (2) have an account with the 

Depository Trust Company. To become an 

Authorized Purchaser, a person must enter into an 

Authorized Purchaser Agreement with ETFMC. The 

Authorized Purchaser Agreement provides the 

procedures for the creation and redemption of 

baskets and for the delivery of the Treasuries and 

any cash required for such creation and 

redemptions. The Authorized Purchaser Agreement 

and the related procedures attached thereto may be 

amended by the Fund, without the consent of any 

limited partner or shareholder or Authorized 

Purchaser. 

Net Asset Value 

According to the Registration 

Statement, the net asset value (‘‘NAV’’) 

of the Fund will be calculated by taking 

the current market value of its total 

assets, subtracting any liabilities, and 

dividing that total by the total number 

of outstanding Shares. 

The Administrator will calculate the 

NAV daily and the NAV will be released 

after 4:00 p.m. Eastern Time (‘‘E.T.’’), 

the end of the Core Trading Session on 

the Exchange. For purposes of 

calculating NAV, the Administrator will 

use the closing price of the Treasury 

Instruments on the U.S. exchanges on 

which the Treasury Instruments are 

traded (primarily on the exchanges 

within the Chicago Mercantile Exchange 

Group of exchanges and other national 

exchanges (collectively, the ‘‘Futures 

Exchanges’’)). The Administrator will 

value all other holdings of the Fund at 

(1) current market value, if quotations 

for such property are readily available, 

or (2) fair value, as reasonably 

determined by the Administrator, if the 

current market value cannot be 

determined. Once the value of the 

Treasury Instruments and interest 

earned on the Fund’s cash and cash 

equivalents has been determined, the 

Administrator will subtract all accrued 

expenses and liabilities of the Fund as 

of the time of calculation in order to 

calculate the net asset value of the 

Fund. 

Intraday Indicative Value (‘‘IIV’’) 

According to the Registration 

Statement, the Exchange will calculate 

and disseminate throughout the core 

trading session on each trading day an 

updated IIV for the Fund. The IIV will 

be calculated by using the Fund’s prior 

day’s closing NAV per share as a base 

and updating that value throughout the 

trading day to reflect changes in the 

most recently reported trade price for 

the Benchmark Component Instruments. 

The net asset value of the Fund’s cash 

and cash equivalent holdings, on the 

other hand, will not be updated 

throughout the day. 

The IIV will be calculated on a per 

share basis every 15 seconds during the 

Core Trading Session (9:30 a.m. E.T. to 

4:00 p.m. E.T.) on the Exchange. The 

normal trading hours of the Futures 

Exchanges are 10:00 a.m. to 2:30 p.m. 

E.T. This means that there is a gap in 

time at the beginning and the end of 

each day during which the Fund’s 

Shares are traded on the Exchange but 

real-time Futures Exchanges trading 

prices for contracts traded on the 

Futures Exchanges are unavailable. 

During such gaps in time the IIV will be 

calculated based on the end of day price 

of such contracts from the Futures 

Exchanges’ immediately preceding 

trading session. 

According to the Registration 

Statement, the Fund will provide the 

independent third party calculator with 

information to calculate the IIV, but the 

Fund will not be involved in the actual 

calculation of the IIV and is not 

responsible for the calculation or 

dissemination of the IIV. The Fund 

makes no warranty as to the accuracy of 

the IIV. The IIV should not be viewed 

as a ‘‘real-time’’ update of NAV because 

the IIV is not calculated in the same 

manner as NAV, which will be 

computed once per day. 

The Exchange disseminates the IIV 

through the facilities of CTA/CQ High 

Speed Lines. In addition, the IIV is 

published on the NYSE Arca’s Web site 

and is available through on-line 

information services such as Bloomberg 

and Reuters. 

According to the Registration 

Statement, dissemination of the IIV 

provides additional information that is 

not otherwise available to the public 

and is useful to investors and market 

professionals in connection with the 

trading of the Fund Shares on the 

Exchange. Investors and market 

professionals are able throughout the 

trading day to compare the market price 

of the Fund and the IIV. If the market 

price of the Fund Shares diverges 

significantly from the IIV, market 

professionals will have an incentive to 

execute arbitrage trades. Such arbitrage 

trades can tighten the tracking between 

the market price of the Fund and the IIV 

and thus can be beneficial to all market 

participants. 

The IIV should not be viewed as an 

actual real time update of the NAV, 

because the NAV is calculated only 

once at the end of each trading day 

based upon the relevant end of day 

values of the Fund’s investments. The 

IIV also should not be viewed as a 

precise value of the Shares. 

In addition to the IIV, the value of the 

Benchmark Portfolio (excluding the 

cash and cash equivalent holdings) will 

be calculated every 15 seconds on a 

delayed basis and disseminated through 

similar means as the IIV. 

Creation and Redemption of Shares 

The Fund will offer and issue Shares 

only in aggregations of a specified 

number of Shares (each, a ‘‘Creation 

Unit’’). Creation Unit sizes will be 

25,000 Shares per Creation Unit. The 

Creation Unit size for the Fund may 

change. The Fund will create and 

redeem Shares from time to time in one 

or more ‘‘Creation Baskets’’ or 

‘‘Redemption Baskets’’ as described 

below. The creation and redemption of 

baskets will only made in exchange for 

delivery to the Fund or the distribution 

by the Fund of the amount of Treasuries 

and any cash represented by the baskets 

being created or redeemed, the amount 

of which is based on the combined NAV 

of the number of Shares included in the 

baskets being created or redeemed 

determined as of 4:00 p.m. E.T. on the 

day the order to create or redeem 

baskets is properly received. 

On any business day other than a day 

when any of the NYSE Arca, the Futures 

Exchanges or the New York Stock 

Exchange are closed for regular trading 

(‘‘Business Day’’), an Authorized 

Purchaser 18 may place an order with 

the Distributor to create one or more 

baskets. Purchase orders must be placed 

by 12:00 p.m. E.T. or the close of regular 

trading on the NYSE Arca, whichever is 

earlier. The day on which the 

Distributor receives a valid purchase 

order is referred to as the purchase order 

date. By placing a purchase order, an 

Authorized Purchaser agrees to deposit 

Treasuries, cash or a combination of 

Treasuries and cash, as described below. 

Prior to the delivery of baskets for a 

purchase order, the Authorized 

Purchaser must also have wired to the 

Custodian the non-refundable 

transaction fee due for the purchase 

order. 

The total deposit required to create 

each basket (‘‘Creation Basket Deposit’’) 

is the amount of Treasuries and/or cash 

that is in the same proportion to the 

total assets of the Fund (net of estimated 

accrued but unpaid fees, expenses and 

other liabilities) on the purchase order 

date as the number of Shares to be 

created under the purchase order is in 

proportion to the total number of Shares 

outstanding on the purchase order 

dates. ETFMC determines, directly in its 

sole discretion or in consultation with 

the Administrator, the requirements for 

Treasuries and the amount of cash, 

including the maximum permitted 

remaining maturity of a Treasury and 

proportions of Treasury and cash that 


rmajette on DSK2VPTVN1PROD with NOTICES
69176 Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 

19 17 CFR 240.10A–3. 

20 17 CFR 240.10A–3(c)(7). 

may be included in deposits to create 

baskets. The Distributor will publish 

such requirements at the beginning of 

each Business Day. The amount of cash 

deposit required is the difference 

between the aggregate market value of 

the Treasuries required to be included 

in a Creation Basket Deposit as of 4:00 

p.m. E.T. on the date the order to 

purchase is properly received and the 

total required deposit. 

The procedures by which an 

Authorized Purchaser can redeem one 

or more baskets mirror the procedures 

for the creation of baskets. On any 

Business Day, an Authorized Purchaser 

may place an order with the Distributor 

to redeem one or more baskets. 

Redemption orders must be placed by 

12:00 p.m. E.T. or the close of regular 

trading on the NYSE Arca, whichever is 

earlier. A redemption order so received 

will be effective on the date it is 

received in satisfactory form by the 

Distributor. The redemption procedures 

allow Authorized Purchasers to redeem 

baskets and do not entitle an individual 

shareholder to redeem any Shares in an 

amount less than a Redemption Basket, 

or to redeem baskets other than through 

an Authorized Purchaser. 

The redemption distribution due from 

the Fund will be delivered to the 

Authorized Purchaser by 3:00 p.m. E.T. 

on the third business day following the 

redemption order date if, by 3:00 p.m. 

E.T. on such third business day, the 

Fund’s account at the Depositary Trust 

Company (‘‘DTC’’) has been credited 

with the baskets to be redeemed. If the 

Fund’s DTC account has not been 

credited with all of the baskets to be 

redeemed by such time, the redemption 

distribution will be delivered to the 

extent of whole baskets received. Any 

remainder of the redemption 

distribution will be delivered on the 

next business day to the extent of 

remaining whole baskets received if the 

Fund receives the fee applicable to the 

extension of the redemption distribution 

date which ETFMC may, from time to 

time, determine and the remaining 

baskets to be redeemed are credited to 

the Fund’s DTC account by 3:00 p.m. 

E.T. on such next business day. Any 

further outstanding amount of the 

redemption order shall be cancelled. 

The Exchange will obtain a 

representation prior to listing of the 

Fund from the Trust that the NAV per 

Share will be calculated daily and made 

available to all market participants at 

the same time. 

The Fund will meet the initial and 

continued listing requirements 

applicable to TIRs in NYSE Arca 

Equities Rule 8.200 and Commentary 

.02 thereto. With respect to application 

of Rule 10A–3 19 under the Act, the 

Fund will rely on the exception 

contained in Rule 10A–3(c)(7).20 A 

minimum of 100,000 Shares of the Fund 

will be outstanding as of the start of 

trading on the Exchange. 

The Fund’s investments will be 

consistent with the Fund’s investment 

objective and will not be used to 

enhance leverage. That is, the Fund’s 

investments will not be used to seek 

performance that is a multiple (e.g., 2X 

or 3X) or inverse multiple of the Fund’s 

Benchmark Portfolio. 

A more detailed description of the 

Fund as well as investment risks, 

creation and redemption procedures 

and fees is set forth in the Registration 

Statement. 

Availability of Information Regarding 

the Shares 

The Fund’s Web site, 

www.risingratefund.com, will be 

publicly accessible at no charge prior to 

the public offering of Shares and will 

include a form of the prospectus for that 

may be downloaded. The Web site will 

include additional quantitative 

information updated on a daily basis, 

including (a) the current NAV per Share 

daily and the prior Business Day’s NAV 

and the reported closing price; (b) the 

mid-point of the bid-ask price in 

relation to the NAV as of the time the 

NAV is calculated (the ‘‘Bid-Ask 

Price’’); (c) calculation of the premium 

or discount of such price against such 

NAV; (d) the Bid-Ask Price of Shares 

determined using the highest bid and 

lowest offer as of the time of calculation 

of the NAV; (e) data in chart form 

displaying the frequency distribution of 

discounts and premiums of the Bid-Ask 

Price against the NAV, within 

appropriate ranges for each of the four 

(4) previous calendar quarters; (f) the 

prospectus; and (g) other applicable 

quantitative information. 

In addition, a basket composition file, 

which includes the security names and 

share quantities required to be delivered 

in exchange for Fund Shares, together 

with estimates and actual cash 

components, will be publicly 

disseminated daily prior to the opening 

of the Exchange via the National 

Securities Clearing Corporation. The 

basket represents one Creation Unit of 

the Fund. 

Investors can also obtain the Trust’s 

Statement of Additional Information 

(‘‘SAI’’), Shareholder Reports and Form 

N–CSR. The Trust’s SAI and 

Shareholder Reports are available free 

upon request from the Trust, and those 

documents and the Form N–CSR may be 

viewed on-screen or downloaded from 

the Commission’s Web site at 

www.sec.gov. Information regarding 

market price and trading volume of the 

Shares will be continually available on 

a real-time basis throughout the day on 

brokers’ computer screens and other 

electronic services. Information 

regarding the previous day’s closing 

price and trading volume information 

for the Shares will be published daily in 

the financial section of newspapers. 

The Exchange represents that 

quotation and last sale information for 

the Treasury Instruments will be widely 

disseminated through a variety of major 

market data vendors worldwide, such as 

Bloomberg and Reuters. In addition, the 

Exchange further represents that 

complete real-time price (and volume) 

data for such contracts is available by 

subscription from Reuters and 

Bloomberg. The Futures Exchanges also 

provide delayed futures price (and 

volume) information on current and 

past trading sessions and market news 

free of charge on their Web sites for 

Treasury Instruments. The specific 

contract specifications for such 

contracts are also available at the 

Futures Exchanges Web sites, as well as 

other financial informational sources. 

The price of Treasury Instruments also 

is available on a 24-hour basis from 

major market data vendors. Information 

relating to trading, including price and 

volume information, in Treasury 

Instruments will be available from major 

market data vendors and from the 

exchanges on which Treasury 

Instruments trade. 

The Fund will provide Web site 

disclosure of its portfolio holdings daily 

and will include the names, quantity, 

price and market value of the Treasury 

Instruments held by the Fund and other 

financial instruments such as Treasury 

Bills, if any, and the characteristics of 

such instruments and cash equivalents, 

and amount of cash held in the portfolio 

of the Fund. This Web site disclosure of 

the portfolio composition of the Fund 

will occur at the same time as the 

disclosure by the Sponsor of the 

portfolio composition to authorized 

participants so that all market 

participants are provided portfolio 

composition information at the same 

time. Therefore, the same portfolio 

information will be provided on the 

public Web site as well as in electronic 

files provided to authorized 

participants. Accordingly, each investor 

will have access to the current portfolio 

composition of the Fund through the 

Fund’s Web site. 

The IIV will be calculated by using 

the Fund’s prior day’s closing NAV per 


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Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 69177 

21Currently, it is the Exchange’s understanding 

that several major market data vendors display and/ 

or make widely available IIVs taken from the CTA 

or other data feeds. 

22 17 CFR 240.10A–3. 

23See NYSE Arca Equities Rule 7.12. 

24FINRA surveils trading on the Exchange 

pursuant to a regulatory services agreement. The 

Exchange is responsible for FINRA’s performance 

under this regulatory services agreement. 

share as a base and updating that value 

throughout the trading day to reflect 

changes in the most recently reported 

trade price for the Treasury Instruments. 

The IIV per Share will be widely 

disseminated by one or more major 

market data vendors at least every 15 

seconds during the Core Trading 

Session.21

The NAV for the Shares will be 

disseminated to all market participants 

at the same time. The Exchange will 

also make available on its Web site daily 

trading volume of the Shares and the 

closing prices of such Shares. The intraday closing prices and settlement prices 

of the Treasury Instruments are or will 

be readily available from the Web sites 

of the Futures Exchanges on which 

Treasury Instruments are traded. The 

relevant exchanges trading Treasury 

Instruments also provide delayed 

futures information on current and past 

trading sessions and market news free of 

charge on their respective Web sites. 

Quotation information from brokers 

and dealers or major market data 

vendors will be available for U.S. 

Treasuries or other high credit quality, 

short-term fixed-income or similar 

securities (such as shares of money 

market funds). 

Quotation and last-sale information 

regarding the Shares will be 

disseminated through the facilities of 

the CTA. In addition, the Fund’s Web 

site, www.risingratefund.com, will 

display the applicable end of day 

closing NAV. 

Availability of Information About the 

Benchmark Portfolio 

The daily closing Benchmark 

Portfolio level and the percentage 

change in the daily closing level for the 

Benchmark Portfolio will be publicly 

available from one or more major market 

data vendors. The intraday value of the 

Benchmark Portfolio, updated every 15 

seconds, will also be available through 

major market data vendors. 

Pricing information regarding the 

Treasury Instruments will also be 

available from the Futures Exchanges 

Web sites. Similar information regarding 

the Treasury securities underlying the 

Treasury Instruments will be publicly 

available from various financial 

information service providers. 

Information relating to the weighting of 

Treasury Instruments and the 

Benchmark Portfolio methodology is 

also available on the Web site for Fund 

at www.risingratefund.com. 

Trading Rules 

The Exchange deems the Shares to be 

equity securities, thus rendering trading 

in the Shares subject to the Exchange’s 

existing rules governing the trading of 

equity securities. Shares will trade on 

the NYSE Arca Marketplace from 4:00 

a.m. to 8:00 p.m. E.T. in accordance 

with NYSE Arca Equities Rule 7.34 

(Opening, Core, and Late Trading 

Sessions). The Exchange has 

appropriate rules to facilitate 

transactions in the Shares during all 

trading sessions. As provided in NYSE 

Arca Equities Rule 7.6, Commentary .03, 

the minimum price variation (‘‘MPV’’) 

for quoting and entry of orders in equity 

securities traded on the NYSE Arca 

Marketplace is $0.01, with the exception 

of securities that are priced less than 

$1.00 for which the MPV for order entry 

is $0.0001. 

The Shares will conform to the initial 

and continued listing criteria under 

NYSE Arca Equities Rule 8.200. The 

Exchange represents that, for initial 

and/or continued listing, the Fund will 

be in compliance with Rule 10A–3 22

under the Act, as provided by NYSE 

Arca Equities Rule 5.3. A minimum of 

100,000 Shares for the Fund will be 

outstanding at the commencement of 

trading on the Exchange. 

The trading of the Shares will be 

subject to NYSE Arca Equities Rule 

8.200, Commentary .02(e), which sets 

forth certain restrictions on Equity 

Trading Permit (‘‘ETP’’) Holders acting 

as registered Market Makers in TIRs to 

facilitate surveillance. See 

‘‘Surveillance’’ below for more 

information. 

With respect to trading halts, the 

Exchange may consider all relevant 

factors in exercising its discretion to 

halt or suspend trading in the Shares. 

Trading may be halted because of 

market conditions or for reasons that, in 

the view of the Exchange, make trading 

in the Shares inadvisable. These may 

include: (1) The extent to which trading 

is not occurring in the underlying 

Treasury Instruments, (2) if the creation 

or redemption of Shares is suspended 

for a period that, in the judgment of the 

Exchange, may detrimentally impact 

Exchange trading of the Shares, or (3) 

whether other unusual conditions or 

circumstances detrimental to the 

maintenance of a fair and orderly 

market are present. In addition, trading 

in Shares will be subject to trading halts 

caused by extraordinary market 

volatility pursuant to the Exchange’s 

‘‘circuit breaker’’ rule 23 or by the halt or 

suspension of trading of the underlying 

Treasury Instruments. 

The Exchange represents that the 

Exchange may halt trading during the 

day in which an interruption to the 

dissemination of the IIV, the Benchmark 

Portfolio or the value of the underlying 

Treasury Instruments occurs. If an 

interruption to the dissemination of the 

IIV, the Benchmark Portfolio or the 

value of the underlying Treasury 

Instruments persists past the trading day 

in which it occurred, the Exchange will 

halt trading no later than the beginning 

of the trading day following the 

interruption. In addition, if the 

Exchange becomes aware that the NAV 

with respect to the Shares is not 

disseminated to all market participants 

at the same time, it will halt trading in 

the Shares until such time as the NAV 

is available to all market participants. 

Surveillance 

The Exchange represents that trading 

in the Shares will be subject to the 

existing trading surveillances, 

administered by the Financial Industry 

Regulatory Authority (‘‘FINRA’’) on 

behalf of the Exchange, which are 

designed to detect violations of 

Exchange rules and applicable federal 

securities laws.24 The Exchange 

represents that these procedures are 

adequate to properly monitor Exchange 

trading of the Shares in all trading 

sessions and to deter and detect 

violations of Exchange rules and federal 

securities laws applicable to trading on 

the Exchange. 

The surveillances referred to above 

generally focus on detecting securities 

trading outside their normal patterns, 

which could be indicative of 

manipulative or other violative activity. 

When such situations are detected, 

surveillance analysis follows and 

investigations are opened, where 

appropriate, to review the behavior of 

all relevant parties for all relevant 

trading violations. 

FINRA, on behalf of the Exchange, 

will communicate as needed regarding 

trading in the Shares and underlying 

Treasury Instruments with other 

markets and entities that are members of 

the Intermarket Surveillance Group 

(‘‘ISG’’), and FINRA, on behalf of the 

Exchange, may obtain trading 

information regarding trading in the 

Shares and underlying Treasury 

Instruments from such markets and 

other entities. In addition, the Exchange 

may obtain information regarding 


rmajette on DSK2VPTVN1PROD with NOTICES
69178 Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 

25For a list of the current members of ISG, see 

www.isgportal.org. The Exchange notes that not all 

instruments traded by the Fund may trade on 

markets that are members of ISG or with which the 

Exchange has in place a comprehensive 

surveillance sharing agreement. 26 15 U.S.C. 78f(b)(5). 

trading in the Shares and underlying 

Treasury Instruments from markets and 

other entities that are members of ISG or 

with which the Exchange has in place 

a comprehensive surveillance sharing 

agreement.25 FINRA, on behalf of the 

Exchange, is able to access, as needed, 

trade information for certain fixed 

income securities held by the Fund 

reported to FINRA’s Trade Reporting 

and Compliance Engine (‘‘TRACE’’). 

For components traded on exchanges, 

not more than 10% of the components 

traded on exchanges shall consist of 

components whose principal trading 

market is not a member of ISG or is a 

market with which the Exchange does 

not have a comprehensive surveillance 

sharing agreement. 

In addition, the Exchange also has a 

general policy prohibiting the 

distribution of material, non-public 

information by its employees. 

Information Bulletin 

Prior to the commencement of 

trading, the Exchange will inform its 

ETP Holders in an Information Bulletin 

(‘‘Bulletin’’) of the special 

characteristics and risks associated with 

trading the Shares. Specifically, the 

Bulletin will discuss the following: (1) 

The procedures for purchases and 

redemptions of Shares in Creation 

Basket aggregations (and that Shares are 

not individually redeemable); (2) NYSE 

Arca Equities Rule 9.2(a), which 

imposes a duty of due diligence on its 

ETP Holders to learn the essential facts 

relating to every customer prior to 

trading the Shares; (3) the risks involved 

in trading the Shares during the 

Opening and Late Trading Sessions 

when an updated IIV will not be 

calculated or publicly disseminated; (4) 

how information regarding the IIV is 

disseminated; (5) the requirement that 

ETP Holders deliver a prospectus to 

investors purchasing newly issued 

Shares prior to or concurrently with the 

confirmation of a transaction; and (6) 

trading information. 

In addition, the Bulletin will 

reference that the Fund is subject to 

various fees and expenses described in 

the Registration Statement. The Bulletin 

will discuss any exemptive, no-action, 

and interpretive relief granted by the 

Commission from any rules under the 

Act. The Bulletin will also disclose that 

the NAV for the Shares will be 

calculated after 4:00 p.m. E.T. each 

trading day. 

The Information Circular will disclose 

that information about the Shares of the 

Fund will be publicly available on the 

Fund’s Web site. 

2. Statutory Basis 

The basis under the Act for this 

proposed rule change is the requirement 

under Section 6(b)(5) 26 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 Shares will 

be listed and traded on the Exchange 

pursuant to the initial and continued 

listing criteria in NYSE Arca Equities 

Rule 8.200 and Commentary .02 thereto. 

The Fund will seek to achieve its 

investment objective by tracking the 

performance of the Benchmark 

Portfolio. The Fund will invest in the 

Treasury Instruments in the same 

weighting as the Benchmark Portfolio. 

The Sponsor represents that the Fund 

will invest in Treasury Instruments in a 

manner consistent with the Fund’s 

investment objective and will not use 

futures contracts or options to obtain 

leveraged investment results. The 

Sponsor is not broker-dealer or affiliated 

with a broker-dealer. The Sponsor 

represents that it will implement and 

maintain procedures designed to 

prevent the use and dissemination of 

material non-public information. Sit, 

which maintains the Benchmark 

Portfolio, is not affiliated with the 

Sponsor and is not a broker-dealer or 

affiliated with a broker-dealer. 

The Exchange has in place 

surveillance procedures that are 

adequate to properly monitor trading in 

the Shares in all trading sessions and to 

deter and detect violations of Exchange 

rules and applicable federal securities 

laws. FINRA, on behalf of the Exchange, 

will communicate as needed regarding 

trading in the Shares and underlying 

Treasury Instruments with other 

markets and other entities that are 

members of the ISG, and FINRA, on 

behalf of the Exchange, may obtain 

trading information regarding trading in 

the Shares and underlying Treasury 

Instruments from such markets and 

other entities. In addition, the Exchange 

may obtain information regarding 

trading in the Shares and underlying 

Treasury Instruments from markets and 

other entities that are members of ISG or 

with which the Exchange has in place 

a comprehensive surveillance sharing 

agreement. FINRA, on behalf of the 

Exchange, is able to access, as needed, 

trade information for certain fixed 

income securities held by the Fund 

reported to TRACE. For components 

traded on exchanges, not more than 

10% of the components traded on 

exchanges shall consist of components 

whose principal trading market is not a 

member of ISG or is a market with 

which the Exchange does not have a 

comprehensive surveillance sharing 

agreement. The NAV for the Shares will 

be disseminated to all market 

participants at the same time. The 

Exchange will also make available on its 

Web site daily trading volume of the 

Shares and the closing prices of such 

Shares. The intra-day closing prices and 

settlement prices of the Treasury 

Instruments are or will be readily 

available from the Web sites of the 

Futures Exchanges on which Treasury 

Instruments are traded. The Futures 

Exchanges trading Treasury Instruments 

also provide delayed futures 

information on current and past trading 

sessions and market news free of charge 

on their respective Web sites. 

In addition, quotation information 

from brokers and dealers or major 

market data vendors will be available 

for U.S. Treasuries or other high credit 

quality, short-term fixed-income or 

similar securities (such as shares of 

money market funds). 

Quotation and last-sale information 

regarding the Shares will be 

disseminated through the facilities of 

the CTA. In addition, the Fund’s Web 

site, www.risingratefund.com, will 

display the applicable end of day 

closing NAV. 

The daily closing Benchmark 

Portfolio level and the percentage 

change in the daily closing level for the 

Benchmark Portfolio will be publicly 

available from one or more major market 

data vendors. The intraday value of the 

Benchmark Portfolio, updated every 15 

seconds, will also available on a major 

market data vendor. Pricing information 

regarding the Treasury Instruments will 

also available from the Futures 

Exchanges Web sites. Similar 

information regarding the Treasury 

securities underlying the Treasury 

Instruments will be publicly available 

from various financial information 

service providers. Information relating 

to the weighting of Treasury 

Instruments and the Benchmark 

Portfolio methodology is also available 

on the Web site for Fund at 

www.risingratefund.com. 


rmajette on DSK2VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 224 / Thursday, November 20, 2014 / Notices 69179 

27 17 CFR 200.30–3(a)(12). 

Trading may be halted because of 

market conditions or for reasons that, in 

the view of the Exchange, make trading 

in the Shares inadvisable. These may 

include: (1) The extent to which trading 

is not occurring in the underlying 

Treasury Instruments, (2) if the creation 

or redemption of Shares is suspended 

for a period that, in the judgment of the 

Exchange, may detrimentally impact 

Exchange trading of the Shares, or (3) 

whether other unusual conditions or 

circumstances detrimental to the 

maintenance of a fair and orderly 

market are present. Trading in Shares 

will be subject to trading halts caused 

by extraordinary market volatility 

pursuant to the Exchange’s ‘‘circuit 

breaker’’ rule or by the halt or 

suspension of trading of the Treasury 

Instruments. The Exchange represents 

that the Exchange may halt trading 

during the day in which an interruption 

to the dissemination of the IIV, the 

Benchmark Portfolio or the value of the 

underlying Treasury Instruments 

occurs. If an interruption to the 

dissemination of the IIV, the Benchmark 

Portfolio or the value of the underlying 

Treasury Instruments persists past the 

trading day in which it occurred, the 

Exchange will halt trading no later than 

the beginning of the trading day 

following the interruption. In addition, 

if the Exchange becomes aware that the 

NAV with respect to the Shares is not 

disseminated to all market participants 

at the same time, it will halt trading in 

the Shares until such time as the NAV 

is available to all market participants. 

The proposed rule change is designed 

to promote just and equitable principles 

of trade and to protect investors and the 

public interest in that a large amount of 

information is publicly available 

regarding the Shares, thereby promoting 

market transparency. The Fund’s NAV 

will be disseminated to all market 

participants at the same time. The IIV 

will be disseminated at least every 15 

seconds during the Core Trading 

Session. Trading in the Shares will be 

halted if the circuit breaker parameters 

in NYSE Arca Equities Rule 7.12 have 

been reached or because of market 

conditions or for reasons that, in the 

view of the Exchange, make trading in 

the Shares inadvisable. Moreover, prior 

to the commencement of trading, the 

Exchange will inform its ETP Holders in 

an Information Bulletin of the special 

characteristics and risks associated with 

trading the Shares. 

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 

it will facilitate the listing and trading 

of an additional type of trust issued 

receipts that will enhance competition 

among market participants, to the 

benefit of investors and the marketplace. 

As noted above, FINRA, on the 

Exchange’s behalf, has in place 

surveillance procedures relating to 

trading in the Shares and underlying 

Treasury Instruments and may obtain 

information via ISG from other 

exchanges that are members of ISG or 

with which the Exchange has entered 

into a comprehensive surveillance 

sharing agreement. In addition, as noted 

above, investors will have ready access 

to information regarding the Fund’s 

holdings, IIV, and quotation and last 

sale information for the Shares. 

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 

notes that the proposed rule change will 

facilitate the listing and trading of an 

additional type of Trust Issued Receipts 

product that will principally hold fixed 

income securities and derivatives 

thereon, and that will enhance 

competition among market participants, 

to the benefit of investors and the 

marketplace. 

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 

Within 45 days of November 4, 2014 

(the date of publication in the Federal 

Register of notice of the proposed rule 

change as initially filed with the 

Commission), or within such longer 

period up to 90 days of that date (i) as 

the Commission may designate if it 

finds such longer period to be 

appropriate and publishes its reasons 

for so finding or (ii) as to which the selfregulatory organization consents, the 

Commission will: 

(A) By order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be 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, as modified by Amendment No. 

2, 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–NYSEArca–2014–120 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–2014–120. 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–NYSEArca–2014–120 and 

should be submitted on or before 

December 11, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.27

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27456 Filed 11–19–14; 8:45 am] 

BILLING CODE 8011–01–P 


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