Notice2023-01403
Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Change To Amend the NYSE American Equities Price List
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
January 25, 2023
Issuing agencies
Securities and Exchange Commission
Full Text
<html>
<head>
<title>Federal Register, Volume 88 Issue 16 (Wednesday, January 25, 2023)</title>
</head>
<body><pre>
[Federal Register Volume 88, Number 16 (Wednesday, January 25, 2023)]
[Notices]
[Pages 4872-4874]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2023-01403]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-96711; File No. SR-NYSEAMER-2023-06]
Self-Regulatory Organizations; NYSE American LLC; Notice of
Filing and Immediate Effectiveness of Proposed Change To Amend the NYSE
American Equities Price List
January 19, 2023.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given
that, on January 12, 2023, NYSE American LLC (``NYSE American'' or the
``Exchange'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
[[Page 4873]]
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend the NYSE American Equities Price
List (the ``Price List'') with respect to certain regulatory fees
related to the Central Registration Depository (``CRD'' or ``CRD
system''), which are collected by the Financial Industry Regulatory
Authority, Inc. (``FINRA''). The Exchange proposes to implement the fee
change on January 12, 2023. The proposed rule change is available on
the Exchange's website at <a href="http://www.nyse.com">www.nyse.com</a>, at the principal office of the
Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend the Price List with respect to
certain regulatory fees collected by FINRA for use of CRD.\4\ The
Exchange proposes to implement the fee changes effective January 12,
2023.\5\
---------------------------------------------------------------------------
\4\ CRD is the central licensing and registration system for the
U.S. securities industry. The CRD system enables individuals and
firms seeking registration with multiple states and self-regulatory
organizations to do so by submitting a single form, fingerprint
card, and a combined payment of fees to FINRA. Through the CRD
system, FINRA maintains the qualification, employment, and
disciplinary histories of registered associated persons of broker-
dealers.
\5\ The Exchange originally filed to amend the Price List on
January 3, 2023 (SR-NYSEAmer-2023-01). On January 12, 2023, SR-
NYSEAmer-2023-01 was withdrawn and replaced by this filing.
---------------------------------------------------------------------------
FINRA collects and retains certain regulatory fees via CRD for the
registration of associated persons of Exchange ETP Holders that are not
FINRA members (``Non-FINRA ETP Holders'').\6\ CRD fees are user-based,
and there is no distinction in the cost incurred by FINRA if the user
is a FINRA member or a Non-FINRA ETP Holders.
---------------------------------------------------------------------------
\6\ The Exchange originally adopted fees for use of the CRD
system in 2003 and amended those fees in 2013 and 2022. See
Securities Exchange Act Release No. 48066 (June 19, 2003), 68 FR
38409 (June 27, 2003) (SR-Amex-2003-49); Securities Exchange Act
Release No. 68630 (January 11, 2013), 78 FR 6152 (January 29, 2013)
(SR-NYSEMKT-2013-01); Securities Exchange Act Release No. 93902
(January 5, 2022), 87 FR 1461 (January 11, 2022) (SR-NYSEAmer-2021-
47). While the Exchange lists these fees in its Price List, it does
not collect or retain these fees.
---------------------------------------------------------------------------
FINRA recently amended two of the fees assessed for use of the CRD
system.\7\ Accordingly, the Exchange proposes to amend the Price List
to mirror the fees assessed by FINRA, which will be implemented
concurrently with the amended FINRA fee as of January 2023.\8\
Specifically, the Exchange proposes to amend the Price List to modify
the fee charged to Non-FINRA ETP Holders for additional processing of
each initial or amended Form U4, Form U5 or Form BD that includes the
initial reporting, amendment, or certification of one or more
disclosure events or proceedings from $110 to $155 \9\ and the fee for
processing and posting to the CRD system each set of fingerprints
submitted electronically to FINRA, plus any other charge that may be
imposed by the U.S. Department of Justice for processing each set of
fingerprints, from $15 to $20.\10\
---------------------------------------------------------------------------
\7\ See Securities Exchange Act Release No. 90176 (October 14,
2020), 85 FR 66592 (October 20, 2020) (SR-FINRA-2020-032).
\8\ The Exchange notes that it has only adopted the CRD system
fees charged by FINRA to Non-FINRA ETP Holders when such fees are
applicable. In this regard, certain FINRA CRD system fees and
requirements are specific to FINRA members, but do not apply to NYSE
American-only ETP Holders. Non-FINRA ETP Holders have been charged
CRD system fees since 2003. See note 5, supra. ETP Holders that are
also FINRA members are charged CRD system fees according to Section
4 of Schedule A to the FINRA By-Laws.
\9\ See Section (4)(b)(3) of Schedule A to the FINRA By-laws.
\10\ See Section (4)(b)(4) of Schedule A to the FINRA By-laws.
---------------------------------------------------------------------------
The Exchange notes that the proposed change is not otherwise
intended to address any other issues surrounding regulatory fees, and
the Exchange is not aware of any problems that ETP Holders would have
in complying with the proposed change.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\11\ in general, and furthers the
objectives of Section 6(b)(4) \12\ of the Act, in particular, in that
it is designed to provide for the equitable allocation of reasonable
dues, fees, and other charges. The Exchange also believes that the
proposed rule change is consistent with Section 6(b)(5) of the Act,\13\
in that it is designed to promote just and equitable principles of
trade, to foster cooperation and coordination with persons engaged in
regulating, clearing, settling, processing information with respect to,
and facilitating transactions in securities, 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 is not designed to permit unfair discrimination between
customers, issuers, brokers, or dealers.
---------------------------------------------------------------------------
\11\ 15 U.S.C. 78f(b).
\12\ 15 U.S.C. 78f(b)(4).
\13\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Exchange believes that the proposed fee change is reasonable
because the fee will be identical to that adopted by FINRA as of
January 2023 for use of the CRD system to submit an initial or amended
Form U4, Form U5 or Form BD that includes the initial reporting,
amendment, or certification of one or more disclosure events or
proceedings and the posting to CRD each set of fingerprints submitted
electronically to FINRA. The costs of operating and improving the CRD
system are similarly borne by FINRA when a Non-FINRA ETP Holder uses
the CRD system; accordingly, the fees collected for such use should, as
proposed by the Exchange, mirror the fees assessed to FINRA members. In
addition, as FINRA noted in amending its fees, it believes that its
proposed pricing structure is reasonable and correlates fees with the
components that drive its regulatory costs to the extent feasible. The
Exchange further believes that the change is reasonable because it will
provide greater specificity regarding the CRD system fees that are
applicable to Non-FINRA ETP Holders. All similarly situated ETP Holders
are subject to the same fee structure, and every ETP Holder must use
the CRD system for registration and disclosure. Accordingly, the
Exchange believes that the fees collected for such use should likewise
increase in lockstep with the fees assessed to FINRA members, as is
proposed by the Exchange.
The Exchange also believes that the proposed fee change provides
for the equitable allocation of reasonable fees and other charges, and
does not unfairly discriminate between customers, issuers, brokers, and
dealers. The fee applies equally to all individuals and firms required
to report information the CRD system, and the proposed change will
result in the same regulatory fees being charged to all ETP Holders
required to report information to CRD
[[Page 4874]]
and for services performed by FINRA regardless of whether such ETP
Holders are FINRA members. Accordingly, the Exchange believes that the
fee collected for such use should increase in lockstep with the fee
adopted by FINRA as of January 2023, as is proposed by the Exchange.
B. Self-Regulatory Organization's Statement on Burden on Competition
In accordance with Section 6(b)(8) of the Act,\14\ the Exchange
believes that the proposed rule change would not impose any burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act. Specifically, the Exchange believes that the
proposed change will reflect fees that will be assessed by FINRA as of
January 2023 and will thus result in the same regulatory fees being
charged to all ETP Holders required to report information to the CRD
system and for services performed by FINRA, regardless of whether or
not such ETP Holders are FINRA members.
---------------------------------------------------------------------------
\14\ See 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective upon filing pursuant
to Section 19(b)(3)(A) \15\ of the Act and paragraph (f) thereunder. At
any time within 60 days of the filing of the proposed rule change, the
Commission summarily may temporarily suspend such rule change if it
appears to the Commission that such action is necessary or appropriate
in the public interest, for the protection of investors, or otherwise
in furtherance of the purposes of the Act.
---------------------------------------------------------------------------
\15\ 15 U.S.C. 78s(b)(3)(A).
---------------------------------------------------------------------------
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
<bullet> Use the Commission's internet comment form (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#b9cbccd5dc94dad6d4d4dcd7cdcaf9cadcda97ded6cf"><span class="__cf_email__" data-cfemail="2250574e470f414d4f4f474c5651625147410c454d54">[email protected]</span></a>. Please include
File Number SR-NYSEAMER-2023-06 on the subject line.
Paper Comments
<bullet> 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-NYSEAMER-2023-06. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet website (<a href="http://www.sec.gov/rules/sro.shtml">http://www.sec.gov/rules/sro.shtml</a>).
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for website viewing and printing in
the Commission's Public Reference Room, 100 F Street NE, Washington, DC
20549 on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of the filing also will be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-NYSEAMER-2023-06 and should be submitted
on or before February 15, 2023.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
---------------------------------------------------------------------------
\16\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-01403 Filed 1-24-23; 8:45 am]
BILLING CODE 8011-01-P
</pre><script data-cfasync="false" src="/cdn-cgi/scripts/5c5dd728/cloudflare-static/email-decode.min.js"></script></body>
</html>Indexed from Federal Register on January 25, 2023.
This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.