42000 Federal Register / Vol. 82, No. 170 / Tuesday, September 5, 2017 / Notices 

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

2 17 CFR 240.19b–4. 

OFFICE OF PERSONNEL 

MANAGEMENT 

Submission for Review: Reinstatement 

of a Previously Approved Information 

Collection Without Change 

AGENCY: Office of Personnel 

Management. 

ACTION: 30-Day notice and request for 

reinstatement. 

SUMMARY: This notice offers the general 

public and other federal agencies the 

opportunity to comment on a revised 

information collection request (ICR) for 

USAJOBS. 

DATES: Comments are encouraged and 

will be accepted until October 5, 2017. 

ADDRESSES: Interested persons are 

invited to submit written comments on 

the proposed information collection to 

the U.S. Office of Personnel 

Management, Chief Information Officer, 

Employee Services IT PMO, USAJOBS, 

1900 E. Street NW., Washington, DC 

20415, Attention: John Still or send 

them via electronic mail to john.still@

opm.gov. 

FOR FURTHER INFORMATION CONTACT: A 

copy of this ICR, with applicable 

supporting documentation, may be 

obtained by contacting the U.S. Office of 

Personnel Management, Chief 

Information Officer, Employee Services 

IT PMO, USAJOBS, 1900 E. Street NW., 

Washington, DC 20415, Attention: John 

Still, 202–606–1275, or by sending a 

request via electronic mail to john.still@

opm.gov. 

SUPPLEMENTARY INFORMATION: The Office 

of Management and Budget is 

particularly interested in comments 

that: 

1. Evaluate whether the proposed 

collection of information is necessary 

for the proper performance of the 

functions of the agency, including 

whether the information will have 

practical utility; 

2. Evaluate the accuracy of the 

agency’s estimate of the burden of the 

proposed collection of information, 

including the validity of the 

methodology and assumptions used; 

3. Enhance the quality, utility, and 

clarity of the information to be 

collected; and 

4. Minimize the burden of the 

collection of information on those who 

are to respond, including through the 

use of appropriate automated, 

electronic, mechanical, or other 

technological collection techniques or 

other forms of information technology, 

e.g., permitting electronic submissions 

of responses. 

USAJOBS is the Federal 

Government’s centralized source for 

most Federal jobs and employment 

information, including both positions 

that are required by law to be posted at 

that location and positions that can be 

posted there at an agency’s discretion. 

The Applicant Profile and Resume 

Builder are two components of the 

USAJOBS application system. USAJOBS 

reflects the minimal critical elements 

collected across the Federal Government 

to begin an application for Federal jobs 

under the authority of sections 1104, 

1302, 3301, 3304, 3320, 3361, 3393, and 

3394 of title 5, United States Code. This 

revision proposes to a reinstatement of 

a previously approved information 

collection. 

Analysis 

Agency: Office of Personnel 

Management. 

Title: USAJOBS. 

OMB Number: 3206–0219. 

Frequency: Annually. 

Affected Public: Individuals. 

Number of Respondents: 4,196,336. 

Estimated Time per Respondent: 43 

Minutes. 

Total Burden Hours: 3,007,374. 

U.S. Office of Personnel Management. 

Kathleen M. McGettigan, 

Acting Director. 

[FR Doc. 2017–18730 Filed 9–1–17; 8:45 am] 

BILLING CODE 6325–38–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–81493; File No. SR– 

NASDAQ–2017–085] 

Self-Regulatory Organizations; The 

NASDAQ Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend Rule 

4752(d)(2)(F)(i) 

August 29, 2017. 

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 August 

18, 2017, The NASDAQ Stock Market 

LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

Rule 4752(d)(2)(F)(i) to permit the 

Exchange to calculate a derived price for 

use in the Opening Cross Price Test A 

when a security is the subject of a 

corporate action. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

at http://nasdaq.cchwallstreet.com, at 

the principal office of the Exchange, and 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to amend Rule 4752(d)(2)(F)(i) 

to permit the Exchange to calculate a 

derived price for use in the Opening 

Cross Price Test A when a security is 

the subject of a corporate action. The 

Opening Price Tests are designed to 

avoid mispriced Opening Crosses, and 

the use of the clearly erroneous posttrade nullification process, by ensuring 

that the price established by the 

Opening Cross is reasonably related to 

the market and not the product of 

erroneous order entry. The Exchange 

believes that the proposed rule change 

will promote a more efficient Opening 

Cross by allowing the Exchange to base 

its Opening Price Tests on prices that 

are indicative of the value of the 

security after a corporate action. 

Background 

Nasdaq’s Opening Cross provides an 

industry-leading, transparent auction 

process that determines a single price 

for the opening. Rule 4752(d)(2)(F) 

describes the Exchange’s price 

protection for the Opening Cross. Once 

a security has an Opening Cross price 

set based on the process described in 

mstockstill on DSK30JT082PROD with NOTICES

Federal Register / Vol. 82, No. 170 / Tuesday, September 5, 2017 / Notices 42001 

3Rule 4752(c) provides that system securities in 

which no Nasdaq Opening Cross occurs shall begin 

trading at 9:30 a.m. by integrating Market Hours 

orders into the book in time priority and executing 

in accordance with market hours rules. 

4As a conforming change, the Exchange also 

proposes to add references to the ‘‘derived price’’ 

where applicable in Rule 4752(d)(F)(i) and (iii). 

Furthermore, as a rule correction, the Exchange 

proposes to add references to the ‘‘offering price’’ 

in these rules, as the offering price is used in 

Opening Price Test A for new Exchange Traded 

Products that do not have a Nasdaq Official Closing 

Price. The Exchange believes that these changes are 

necessary so that these rules appropriately reference 

the prices used in Opening Price Test A. With the 

changes, the last sentence of Rule 4752(d)(F)(i) will 

state that ‘‘[i]f the Nasdaq Opening Cross price is 

higher or lower than the Opening Cross price range 

established by this subparagraph or the security 

does not have a Nasdaq Official Closing Price or 

consolidated closing price for the previous trading 

day, offering price, or derived price, as applicable, 

Opening Cross Price Test B will be performed.’’ In 

addition, the second sentence of Rule 4752(d)(F)(iii) 

will state that ‘‘[f]or purposes of this test, if a 

security does not have a Nasdaq Official Closing 

Price or consolidated closing price for the previous 

trading day, offering price, or derived price, as 

applicable, Nasdaq will use a price of $0.’’ 

Furthermore, the Exchange proposes to remove the 

word ‘‘closing’’ when discussing these prices in the 

parentheticals in the first sentence of Rule 

4752(d)(F)(iii), so that it is clear that this refers to 

the price used in Opening Price Test A, regardless 

of whether that price is a closing price, offering 

price, or derived price. 

5There may also be other non-standard corporate 

actions, such as in the case of a spinoff, where the 

Exchange is not capable of calculating a derived 

price. 

6 If the Exchange is not capable of calculating a 

derived price, the Exchange will perform each of 

the Opening Price Tests A, B, and C without a 

derived price. 

Rule 4752(d)(2)(A)–(E), the Exchange 

requires the security to pass at least one 

of three ‘‘tests’’ in order for the Opening 

Cross to occur. These tests are designed 

to make sure that the price computed 

pursuant to Rule 4752(d)(2)(A)–(E) is 

reasonably related to the market for the 

security. 

Rule 4752(d)(2)(F)(i), i.e., Opening 

Price Test A, establishes a price test 

based on the closing price for the 

security. In particular, Rule 

4752(d)(2)(F)(i) establishes a price range 

for the Opening Cross that is established 

by adding and subtracting the Opening 

Cross Price Test A threshold from the 

Nasdaq Official Closing Price (for 

Nasdsaq listed securities) or the 

consolidated closing price (for nonNasdaq listed securities) of the security 

for the previous trading day. In 

addition, Rule 4752(d)(2)(F)(i) provides 

that the Opening Cross price range is 

established by adding and subtracting 

the Opening Cross Price Test A 

threshold from the offering price for 

new Exchange Traded Products that do 

not have a Nasdaq Official Closing 

Price. If the Nasdaq Opening Cross price 

is higher or lower than the Opening 

Cross price range established by Rule 

4752(d)(2)(F)(i) or the security does not 

have a Nasdaq Official Closing Price or 

consolidated closing price for the 

previous trading day, Opening Cross 

Price Test B is performed. 

Pursuant to Rule 4752(d)(2)(F)(ii), the 

Opening Cross price range for Test B is 

established by adding and subtracting 

the Opening Cross Price Test B 

threshold from the Nasdaq last sale 

(either round or odd lot) after 9:15 a.m. 

ET but prior to the Opening Cross. If the 

Nasdaq Opening Cross price is higher or 

lower than the Opening Cross price 

range established by this subparagraph 

or if there is no Nasdaq last sale, 

Opening Cross Price Test C is 

performed. Pursuant to Rule 

4752(d)(2)(F)(iii), the Opening Cross 

price range for Test C is established by 

adding to and subtracting the Opening 

Cross Price Test C threshold from the 

Nasdaq best bid (for Opening Cross 

prices that would be higher than the 

closing price used for Opening Price 

Test A) or Nasdaq best offer (for 

Opening Cross prices that would be 

lower than the closing price used for 

Opening Price Test A). For purposes of 

this test, if a security does not have a 

Nasdaq Official Closing Price or 

consolidated closing price, as 

applicable, for the previous trading day 

Nasdaq will use a price of $0. If the 

Nasdaq Opening Cross price is higher or 

lower than the Opening Cross price 

range established by Opening Price Test 

C all Orders in the Opening Cross will 

be cancelled back to Participants, no 

Opening Cross will occur, and the 

security will open for regular market 

hours trading pursuant to Rule 4752(c).3

Derived Price for Corporate Actions 

The Exchange now proposes to amend 

Rule 4752(d)(2)(F)(i) to permit the 

Exchange to calculate a derived price for 

use in the Opening Cross Price Test A 

when a security is the subject of a 

corporate action where the Exchange 

can calculate a derived price based on 

the terms of the corporate action.4 The 

Exchange is able to mathematically 

calculate a derived price in the case of 

standard corporate actions, and does so 

today. The Exchange can also calculate 

a derived price for certain non-standard 

corporate actions as described in more 

detail later in this proposed rule 

change.5 Initially, the Exchange intends 

to calculate a derived price for nonstandard corporate actions only in cases 

that involve the issuance of a new class 

of securities with similar terms.6 In the 

event the Exchange determines that it is 

capable of calculating a derived price 

for other non-standard corporate actions 

it will issue an Equity Trader Alert to 

inform members of the types of 

corporate actions where it will use 

derived prices in the Opening Price 

Tests pursuant to this proposed rule. 

The Exchange believes that using 

derived prices in the Opening Price 

Tests where possible will provide a 

more appropriate price test where 

closing and/or last sale prices are not 

available or reflective of the value of the 

security, and will therefore improve the 

experience for members and other 

market participants that trade in the 

Opening Cross. 

Currently, for standard corporate 

actions (e.g., a stock split or reverse 

stock split) the Exchange adjusts the 

price of the security before applying the 

Opening Cross Price Tests contained in 

Rule 4752(d)(2)(F). Thus, for example if 

a Nasdaq listed security that closed at a 

Nasdaq Official Closing Price of $50 per 

share is subject to a 2 for 1 stock split, 

the Exchange would adjust the closing 

price to $25 per share prior to applying 

the Opening Cross Price Test A. This 

process ensures that the prices used for 

the Opening Price Test A accurately 

reflect the value of the security after the 

corporate action. The Exchange 

proposes to codify this practice in Rule 

4752(d)(2)(F)(i) so that members and 

market participants are appropriately 

advised of how the Opening Price Tests 

are applied to securities that are subject 

to a standard corporate action. 

In addition, securities traded on 

Nasdaq are infrequently subject to nonstandard corporate actions that involve, 

for instance, a second class of shares 

with slightly different terms, such as a 

class of shares with different voting 

rights. An example of such a corporate 

action was the Google transaction in 

2014 where owners of Google Class A 

stock received one share of Class C nonvoting stock for every share of Class A 

stock held. Currently, the Exchange 

does not perform a similar adjustment 

for non-standard corporate actions. The 

Exchange believes, however, that it is 

appropriate to calculate a derived price 

in these situations too. 

Importantly, in cases of non-standard 

corporate actions, if the Exchange does 

not have the flexibility to adjust the 

stock price such securities may fail the 

Exchange’s Opening Cross Price Tests 

on the day following the corporate 

action. In particular, today, if a security 

is subject to a non-standard corporate 

action where a new class of security is 

issued, it is guaranteed to fail Opening 

Price Test A due to the lack of 

appropriate closing prices on which to 

base that test. In addition, such 

securities may fail Opening Price Test B 

if there is no pre-market trading after 

9:15 a.m. ET to establish a last sale 

price, and may fail Opening Price Test 

mstockstill on DSK30JT082PROD with NOTICES

42002 Federal Register / Vol. 82, No. 170 / Tuesday, September 5, 2017 / Notices 

7See Securities Exchange Act Release No. 77235 

(February 25, 2016), 81 FR 10935 (March 2, 2016) 

(SR–NASDAQ–2015–159) (Approval Order). 

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

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

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

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

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

give the Commission written notice of its intent to 

file the proposed rule change, along with a brief 

description and the text of the proposed rule 

change, at least five business days prior to the date 

of filing of the proposed rule change, or such 

shorter time as designated by the Commission. The 

Exchange has satisfied this requirement. 

C if the Nasdaq best bid or offer is 

sufficiently wide that the opening price 

calculated by the auction is outside the 

Opening Cross price range for Test C. 

Since there is no guarantee that there 

will be pre-market trading to establish a 

last sale price, or that there will be a 

sufficiently narrow best bid or offer, a 

security may fail the Opening Price 

Tests even when a proper price is 

determined by the Nasdaq Opening 

Cross. The Exchange does not believe 

that it is in the interest of a fair and 

orderly market to cancel an opening 

auction where the Nasdaq Opening 

Cross price is reflective of the market for 

the security as indicated by derived 

prices based on the terms of the 

corporate action. 

The Google transaction described 

above pre-dates the Opening Price Tests, 

which Nasdaq adopted in 2016.7 The 

Exchange believes, however, that if 

those tests were in place at the time of 

that transaction they could have 

interfered with the Exchange’s ability to 

execute a successful opening auction. 

The proposed rule change is designed to 

prevent such a situation for future 

corporate actions. The Exchange 

believes that market participants value 

trading in the Opening Cross, and 

would therefore be better served by 

Nasdaq determining a derived price to 

be used in the Opening Price Tests that 

reflects the value of the security after 

the corporate action. Although in some 

cases a security may pass Opening Price 

Test B or C following a non-standard 

corporate action, the Exchange believes 

that members and other market 

participants are better served when the 

tests as a whole more closely relate to 

the market for the security subject to the 

corporate action. 

The Exchange therefore proposes to 

amend its rules to allow it to calculate 

its Opening Price Test A for nonstandard corporate actions by using a 

derived price calculated based on the 

terms of the corporate action, similar to 

the process described above for standard 

corporate actions today. This process 

will be used only for corporate actions 

where, similar to the Google transaction 

described above, the Exchange can 

calculate a derived price based on the 

terms of the corporate action. As 

previously discussed, the Exchange will 

initially use this authority only for nonstandard corporate actions that involve 

the issuance of a new class of securities 

with similar terms; provided that if the 

Exchange determines that it is capable 

of calculating a derived price for other 

non-standard corporate actions it will 

issue an Equity Trader Alert to inform 

members of the types of corporate 

actions where it will use derived prices. 

Thus, for example, assume a Nasdaq 

listed security (Class A) is issuing a 

dividend of 2 shares of a new class of 

stock (Class C). If the Class A stock is 

trading at a price of $120 prior to the 

corporate action, the Exchange could 

derive a price for each share of Class A 

and new Class C stock that is $40 per 

share (i.e., $120 ÷ 3) for purposes of the 

Opening Price Tests. Although there 

may be differences in the trading 

characteristics between Class A and 

Class C stock, the Exchange believes 

that using this derived price for 

calculation of the Opening Price Tests 

will provide a more reasonable basis for 

determining the validity of prices 

determined by the Opening Cross. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Act,8 in general, and furthers the 

objectives of Section 6(b)(5) of the Act,9

in particular, in that it is designed 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. 

The Exchange believes that the 

proposed rule change is consistent with 

the protection of investors and the 

public interest as it will allow the 

Exchange to calculate a derived price for 

use in the Opening Cross Price Test A 

when a security is the subject of a nonstandard corporate action. The 

Exchange also believes that the 

proposed rule change will promote just 

and equitable principles of trade by 

increasing transparency around the 

Exchange’s current process for adjusting 

the prices used in Opening Cross Price 

Test A for securities that are subject to 

vanilla corporate actions. The Opening 

Cross provides an industry-leading, 

transparent price discovery process that 

aggregates a large pool of liquidity, 

across a variety of order types, in a 

single venue. Today, the Exchange may 

not be able to execute a successful 

Opening Cross for a security that is 

subject to a non-standard corporate 

action, as the prices used to compute 

the Opening Cross price ranges do not 

reflect the actual value of the security 

after the completion of the corporate 

action. Furthermore, in cases where a 

new class of securities is issued, there 

may be no applicable closing and/or last 

sale prices for the new class of securities 

to use to calculate the applicable 

Opening Cross price ranges. The 

proposed rule change would remedy 

this by allowing the Exchange to 

calculate an appropriate derived price to 

use for Opening Price Test A. The 

Exchange believes that this change will 

increase the likelihood that Nasdaq can 

execute a successful Opening Cross 

following a non-standard corporate 

action, and thereby promotes just and 

equitable principles of trade and 

perfects the mechanisms of a free and 

open market. 

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 not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

proposed rule change is designed to 

increase the likelihood that the 

Exchange can execute a successful 

Opening Cross in securities that are 

subject to a corporate action, and is not 

intended to have any significant impact 

on competition. To the contrary, the 

Exchange believes that the proposed 

rule change is evidence of the strong 

competition in the equities industry, 

where exchanges must continually 

improve their offerings to stay 

competitive. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act 10 and Rule 19b– 

4(f)(6) thereunder.11

At any time within 60 days of the 

filing of the proposed rule change, the 

mstockstill on DSK30JT082PROD with NOTICES

Federal Register / Vol. 82, No. 170 / Tuesday, September 5, 2017 / Notices 42003 

12 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Post-Effective Amendment Nos. 45 and 46 

to Registration Statement on Form N–1A for the 

Trust, dated May 15, 2017 (File Nos. 333–146827 

and 811–22135). The descriptions of the Fund and 

the Shares contained herein are based on 

information in the Registration Statement. 

4 26 U.S.C. 851. 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is: (i) Necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) otherwise in 

furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

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– 

NASDAQ–2017–085 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–NASDAQ–2017–085. 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– 

NASDAQ–2017–085 and should be 

submitted on or before September 26, 

2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–18658 Filed 9–1–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–81495; File No. SR– 

BatsBZX–2017–56] 

Self-Regulatory Organizations; Bats 

BZX Exchange, Inc.; Notice of Filing of 

a Proposed Rule Change To List and 

Trade Shares of Specified Series of the 

Innovator Shield Strategy S&P 500 

Monthly Index Series and Innovator 

Ultra Shield Strategy S&P 500 Monthly 

Index Series Under Rule 14.11(c)(3) 

August 29, 2017. 

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 August 

22, 2017, Bats BZX Exchange, Inc. 

(‘‘Exchange’’ or ‘‘BZX’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange filed a proposal to list 

and trade shares of series of the 

Innovator Shield Strategy S&P 500 

Monthly Index Series and Innovator 

Ultra Shield Strategy S&P 500 Monthly 

Index Series under the Academy Funds 

Trust, under Rule 14.11(c)(3) (‘‘Index 

Fund Shares’’). 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at www.bats.com, at the principal office 

of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in Sections A, B, and C below, of 

the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to list and 

trade shares (‘‘Shares’’) of each series of 

the Innovator Shield Strategy S&P 500 

ETF (collectively, the ‘‘Shield Funds’’) 

and Innovator Ultra Shield Strategy S&P 

500 ETF (collectively, the ‘‘Ultra Shield 

Funds’’) (each a ‘‘Fund’’ and, 

collectively, the ‘‘Funds’’) under Rule 

14.11(c)(3), which governs the listing 

and trading of Index Fund Shares on the 

Exchange. In total, the Exchange is 

proposing to list and trade Shares of 

twelve monthly series of the Innovator 

Shield Strategy S&P 500 Monthly Index 

Series and twelve monthly series of the 

Innovator Ultra Shield Strategy S&P 500 

Monthly Index Series. Each Fund will 

be an index-based exchange traded fund 

(‘‘ETF’’). 

The Shares will be offered by 

Academy Funds Trust (the ‘‘Trust’’), 

which was established as a Delaware 

statutory trust on October 17, 2007. The 

Trust is registered with the Commission 

as an investment company and has filed 

a registration statement on Form N–1A 

(‘‘Registration Statement’’) with the 

Commission on behalf of the Funds.3

Each Fund intends to qualify each year 

as a regulated investment company (a 

‘‘RIC’’) under Subchapter M of the 

Internal Revenue Code of 1986, as 

amended.4

Each Shield Fund’s investment 

objective is to track, before fees and 

expenses, the performance of its 

respective index (the ‘‘Shield Index’’). 

Each Ultra Shield Fund’s investment 

objective is to track, before fees and 

mstockstill on DSK30JT082PROD with NOTICES