268 Federal Register / Vol. 80, No. 2 / Monday, January 5, 2015 / Notices 

1 17 CFR 201.431. 

2See Securities Exchange Act Release No. 72633 

(July 16, 2014), 79 FR 42578 (July 22, 2014). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 73574 

(November 12, 2014), 79 FR 68745 (‘‘Notice’’). 

4See id. at 68745. 

5See id. 

6See id. 

7See id. 

8See Exchange Rule 4753(a)(3)(A). The Exchange 

describes the Current Reference Price as the price 

at which the Cross would occur if it executed at the 

time of the NOII’s dissemination. See Notice, supra 

note 3, at 68745. 9See Exchange Rule 4753(a)(5) (defining Eligible 

Interest as ‘‘any quotation or any order that has 

been entered into the system and designated with 

a time-in-force that would allow the order to be in 

force at the time of the Halt Cross’’). 

10See Exchange Rule 4753(a)(1). 

11See Notice, supra note 3, at 68745. The 

Exchange states that it also disseminates a Market 

Order Imbalance, which the Exchange defines as 

the number of shares of Eligible Interest entered 

through market orders that would not be matched 

with other order shares at the time of the 

dissemination of a NOII, if in fact there are such 

unexecutable market order shares. See Exchange 

Rule 4753(a)(2). When there is a Market Order 

Imbalance, the Exchange notes that it disseminates 

the imbalance and the buy/sell direction of the 

imbalance. See Notice, supra note 3, at 68745. 

12The Exchange explains that the Pre-Launch 

Period is the second phase of a two-phase process 

that NASDAQ uses for launching IPOs. See id. at 

68746. According to the Exchange, the Pre-Launch 

Period follows a 15-minute Display Only Period 

and is of no fixed duration. See id. In addition, the 

Exchange states that the NOII is disseminated every 

five seconds during both periods. See id. 

13See id. at 68745. 

will open approximately two weeks 

prior to each event and will be capped 

at 200 participants. Individuals 

planning to attend the webinar can find 

registration information at www.nano.

gov/SMEwebinars2015. 

FOR FURTHER INFORMATION CONTACT: Ms. 

Marlowe Newman, 703–292–7128, 

mnewman@nnco.nano.gov. 

SUPPLEMENTARY INFORMATION: A list of 

Frequently Asked Question for the 

business community can be found at 

https://www.nano.gov/bizfaqs. 

Additional information on Federal 

funding, infrastructure, and business 

development can be found at https://

www.nano.gov/collaborationsand

funding. 

Cristin Dorgelo, 

Chief of Staff. 

[FR Doc. 2014–30888 Filed 12–31–14; 11:15 am] 

BILLING CODE 3710–F5–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 73953 ] 

In the Matter of NASDAQ OMX PHLX, 

LLC; Order Granting Petition for 

Review and Scheduling Filing of 

Statements 

December 30, 2014. 

Pursuant to Rule 431 1 of the Rules of 

Practice, the petition of NASDAQ OMX 

PHLX LLC for review of the staff’s 

action in disapproving by delegated 

authority File No. SR–Phlx–2013–113 2

is granted. 

It is ordered, pursuant to Rule 431 

that any party or other person may file 

a statement in support of or in 

opposition to the action made by 

delegated authority on or before January 

20, 2015, and 

The order disapproving such 

proposed rule change shall remain in 

effect. 

By the Commission. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2014–30812 Filed 1–2–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73950; File No. SR– 

NASDAQ–2014–100] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Order 

Approving a Proposed Rule Change To 

Amend NASDAQ Rule 7015(d) To 

Include the IPO Indicator as a New 

Enhancement to the NASDAQ 

Workstation 

December 29, 2014. 

I. Introduction 

On October 29, 2014, The NASDAQ 

Stock Market LLC (‘‘NASDAQ’’ or the 

‘‘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 

include a new feature, the IPO Indicator, 

that is designed to assist Exchange 

member firms in monitoring their orders 

during the NASDAQ Halt Cross process 

leading up to the launch of an initial 

public offering (‘‘IPO’’). The proposed 

rule change was published for comment 

in the Federal Register on November 18, 

2014.3 The Commission received no 

comments on the proposal. This order 

approves the proposed rule change. 

II. Description of the Proposal 

The Exchange proposes to amend 

Exchange Rule 7015(d) to include the 

IPO Indicator as a new enhancement to 

the NASDAQ Workstation. According to 

the Exchange, the NASDAQ 

Workstation provides order entry and 

quote functionality and includes several 

features to assist subscribers with 

managing and monitoring their trading 

activity.4 The Exchange proposes to 

include the IPO Indicator as a new 

feature that is designed to assist member 

firms in monitoring their orders during 

the NASDAQ Halt Cross process.5

According to the Exchange, the 

NASDAQ Halt Cross (‘‘Cross’’) is 

designed to provide for an orderly, 

single-priced opening of securities 

subject to an intraday halt, including 

securities that are the subject of an IPO.6

Prior to the Cross execution, the 

Exchange states that market participants 

enter quotes and orders eligible for 

participation in the Cross, and the 

Exchange disseminates certain 

information regarding buying and 

selling interest entered and the 

indicative execution price information, 

known as the Net Order Imbalance 

Indicator (‘‘NOII’’).7 The Exchange 

further states that the NOII is 

disseminated every five seconds during 

a designated period prior to the 

completion of the Halt Cross, in order to 

provide market participants with 

information regarding the possible price 

and volume of the Cross. According to 

the Exchange, the information provided 

in the NOII message includes the 

Current Reference Price 8 and the 

number of shares of Eligible Interest.9

The Exchange also disseminates 

information about the size and buy/sell 

direction of an Imbalance,10 which the 

Exchange defines as the number of 

shares of Eligible Interest with a limit 

price equal to the Current Reference 

Price that may not be matched with 

other order shares at a particular price 

at any given time.11 The Exchange states 

that the disseminated information 

reflects all shares eligible for 

participation in the Cross, regardless of 

time-in-force (including non-displayed 

shares and reserve size) and is meant to 

indicate the degree to which available 

liquidity on one or the other side of the 

market would not be executed if the 

Cross were to occur at that time. 

In the case of an IPO, the Exchange 

states that the Halt Cross operates as 

follows: First, the underwriters to the 

IPO make a determination to launch the 

IPO during the Pre-Launch Period 12

when the underwriters believe the 

security is ready to trade.13 Second, 

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Federal Register / Vol. 80, No. 2 / Monday, January 5, 2015 / Notices 269 

14See id. at 68746. 

15See Notice, supra note 3, at 68746. 

16See id. Alternatively, the underwriter may, 

with the concurrence of the Exchange, determine to 

postpone and reschedule the IPO. See id. 

17See id. 

18The Exchange states that the information 

provided by the IPO Indicator is limited to the 

subscribing member firm’s orders. See id. 

19See Notice, supra note 3, at 68746. 

20See id. 

21 In approving this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

22 15 U.S.C. 78f(b)(5). 

23 15 U.S.C. 78f(b)(8). 

24See Notice, supra note 3 at 68746. 

25The Exchange notes, for example, that the IPO 

Indicator may help an underwriter to make a 

determination to launch an IPO at a time when the 

IPO security would likely pass the validation 

checks, which the Exchange believes could increase 

the likelihood of a fair and orderly launch of the 

IPO security. See id. 

26See Notice, supra note 3, at 68746. 

27See supra note 25. 

28 15 U.S.C. 78s(b)(2). 

29 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

once the underwriter informs the 

Exchange that it is ready to launch the 

IPO, the NASDAQ system calculates the 

Current Reference Price at that time (the 

‘‘Expected Price’’) and displays it to the 

underwriter.14 If the underwriter then 

approves proceeding, the NASDAQ 

system conducts two validation checks: 

(1) The NASDAQ system determines 

whether all market orders will execute 

in the cross; and (2) whether the 

Expected Price and the price calculated 

by the Cross differ by an amount in 

excess of the price band selected by the 

underwriter.15 According to the 

Exchange, if either of the validation 

checks fails, the security will not be 

released for trading and the Pre-Launch 

Period will continue until all 

requirements are met.16

The Exchange proposes to offer the 

IPO Indicator to provide information 

about the number and price at which 

shares of a member firm’s orders entered 

for execution in an IPO Halt Cross (‘‘IPO 

shares’’) would execute in an IPO if it 

were to price at the present time.17

Under the proposal, the IPO Indicator 

would be offered through the NASDAQ 

Workstation and would use the NOII 

information already currently available 

through a Workstation subscription 

together with the information about the 

member firm’s orders on NASDAQ.18

Under the proposal, the Exchange states 

that member firms using the IPO 

Indicator would be able to see the 

Current Reference Price, the number of 

paired shares, the number of imbalance 

shares, the total number of IPO shares 

the member firm has entered for 

execution in the IPO Halt Cross, the 

nature of such shares (buy or sell), and 

the number of IPO shares that would be 

executed in the Halt Cross at that time 

for each of those categories.19 In 

addition, the Exchange states that 

member firms using the IPO Indicator 

would also be able to see details about 

its IPO shares presented by individual 

orders or order blocks, which would 

include the number of IPO shares in a 

particular order or order block, the 

number and percentage of IPO shares of 

the order or order block that would be 

executed in the Halt Cross if it occurred 

at any given time in the process, based 

on the NOII disseminated every five 

seconds, and the price at which the 

order or order block was submitted.20

III. Discussion and Commission 

Findings 

After careful review, the Commission 

finds that the proposed rule change is 

consistent with the requirements of the 

Act and the rules and regulations 

thereunder applicable to a national 

securities exchange.21 In particular, the 

Commission finds that the proposed 

rule change is consistent with Section 

6(b)(5) of the Act,22 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, to remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest, and 

Section 6(b)(8) of the Act,23 which 

requires that the rules of the exchange 

do not impose any burden on 

competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

As described above, the Exchange 

proposes to adopt an IPO Indicator as a 

new feature to the NASDAQ 

Workstation. The Exchange believes the 

IPO Indicator would provide member 

firms with information consistent with 

what the Exchange currently 

disseminates during the IPO launch 

process, but as that information relates 

to a member firm’s orders and in greater 

detail.24 The Exchange further believes 

that IPO Indicator would provide 

member firms and underwriters with 

more information regarding their orders 

submitted for participation in an IPO 

Halt Cross, which the Exchange believes 

would allow them to make better 

informed investment decisions.25

The Commission notes that the 

Exchange is not proposing to increase 

the fee for usage of the NASDAQ 

Workstation in connection with the 

addition of the IPO Indicator feature. In 

addition, under the proposal, the 

information provided by the IPO 

Indicator would be limited to the 

subscribing member firm’s orders.26

Accordingly, the Commission believes 

that the proposed rule change adopting 

the IPO Indicator feature is designed to 

protect investors and the public interest 

by providing them with more 

information regarding their orders 

submitted for participation in an IPO 

Halt Cross. Further, the new IPO 

Indicator feature may also facilitate the 

fair and orderly launch of an IPO 

security.27

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,28 that the 

proposed rule change (SR–NASDAQ– 

2014–100) be, and it hereby is, 

approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.29

Brent J. Fields, 

Secretary. 

[FR Doc. 2014–30809 Filed 1–2–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73951; File No. SR–ICC– 

2014–23] 

Self-Regulatory Organizations; ICE 

Clear Credit LLC; Notice of Filing of 

Proposed Rule Change To Revise ICC 

End-of-Day Price Discovery Policies 

and Procedures 

December 29, 2014. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on December 

18, 2014, ICE Clear Credit LLC (‘‘ICC’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared primarily by ICC. 

The Commission is publishing this 

notice to solicit comments on the 

proposed rule change from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The principal purpose of the 

proposed rule change is to remove the 

ability for Clearing Participants to 

mstockstill on DSK4VPTVN1PROD with NOTICES