Notice2024-03449
Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Delete Current Rule 7.39
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
February 21, 2024
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 89 Issue 35 (Wednesday, February 21, 2024)</title>
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[Federal Register Volume 89, Number 35 (Wednesday, February 21, 2024)]
[Notices]
[Pages 13132-13133]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-03449]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-99533; File No. SR-NYSE-2024-06]
Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Delete Current Rule 7.39
February 14, 2024.
Pursuant to section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act''),\2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that on February 6, 2024, New York Stock Exchange LLC (``NYSE''
or the ``Exchange'') filed with the Securities and Exchange Commission
(the ``Commission'') the proposed rule change as described in Items I
and II 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.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to delete current Rule 7.39 governing Off-
Hours Trading. 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 delete current Rule 7.39 governing Off-Hours
Trading.
The Exchange adopted Rule 7.39 in 2022 in order to continue
offering an off-hours trading facility known as Crossing Session II
(``CS II'') pursuant to an updated and streamlined rule that reflected
Pillar terminology.\4\ Rule 7.39 permits NYSE member organizations to
enter aggregate-price coupled orders for securities, defined as orders
to buy or sell a group of securities that have a total market value of
$1 million or more and that are comprised of 15 or more securities
listed or traded on the NYSE, which includes UTP securities.
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\4\ See Securities Exchange Act Release No. 95498 (August 12,
2022), 87 FR 50906, 50906-07 (August 18, 2022) (SR-NYSE-2022-37)
(Notice of Filing and Immediate Effectiveness of Proposed Rule
Change To Adopt a New Rule 7.39 and Delete Current Rules 900-907).
Rules 900 through 907 governing off-hours trading activity on the
Exchange were deleted when Rule 7.39 was adopted. See id.
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In 2023, the Exchange determined to cease offering an after-hours
crossing session and decommission the Off-Hours Trading Facility,
effective January 31, 2024. The Exchange announced the implementation
date by Trader Update.\5\ In connection with the effective
decommissioning of the Off-Hours Trading Facility, the Exchange
proposes to delete Rule 7.39 in its entirety.
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\5\ On June 30, 2023, the Exchange announced that it would cease
offering CS II and decommission the Off-Hours Trading Facility on
December 29, 2023. On August 3, 2023, the Exchange announced that it
would cease offering CS II and decommission the Off-Hours Trading
Facility on January 31, 2024.
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2. Statutory Basis
The proposed rule change is consistent with section 6(b) of the
Act,\6\ in general, and furthers the objectives of section 6(b)(5),\7\
in particular, because it is designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in 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.
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\6\ 15 U.S.C. 78f(b).
\7\ 15 U.S.C. 78f(b)(5).
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Specifically, the Exchange believes that deleting Rule 7.39
following the decommissioning of the Off-Hours Trading Facility would
foster cooperation and coordination with persons engaged in
facilitating transactions in securities and would remove impediments to
and perfect the mechanism of a free and open market and a national
market system by deleting obsolete rules, thereby adding clarity,
transparency and consistency to the Exchange's rulebook. By making the
proposed change, the Exchange would ensure that its rules are
consistent with the existing functionality offered by the Exchange,
thereby promoting clarity and transparency in its rules. The Exchange
believes that the change would not be inconsistent with the public
interest and the protection of investors because investors will not be
harmed and in fact would benefit from the increased clarity and
transparency that the change would introduce, thereby reducing
potential confusion.
The Exchange further believes that the proposed rule change would
remove impediments to and perfect the mechanism of a free and open
market and a national market system and, in general, protect investors
and the public interest, because it would remove any potential
confusion among market participants that may result if the Exchange
retained rules governing its Off-Hours Trading Facility after the
Exchange decommissioned it.
For the foregoing reasons, the Exchange believes that the proposal
is consistent with the Act.
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 purposes of the Act. Specifically, the Exchange
believes that decommissioning its Off-Hours Trading Facility would not
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The Exchange further
believes that the proposed rule change would not impose any burden on
competition that is not necessary or appropriate because the proposed
change is designed to promote clarity and consistency, thereby reducing
burdens on the marketplace and facilitating investor protection.
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 Exchange has filed the proposed rule change pursuant to section
19(b)(3)(A)(iii) of the Act \8\ and Rule 19b-4(f)(6) thereunder.\9\
Because the proposed rule change does not: (i) significantly affect the
protection of investors or the public interest; (ii)
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impose any significant burden on competition; and (iii) become
operative prior to 30 days from the date on which it was filed, or such
shorter time as the Commission may designate, if consistent with the
protection of investors and the public interest, the proposed rule
change has become effective pursuant to section 19(b)(3)(A) of the Act
\10\ and Rule 19b-4(f)(6)(iii) thereunder.\11\
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\8\ 15 U.S.C. 78s(b)(3)(A)(iii).
\9\ 17 CFR 240.19b-4(f)(6).
\10\ 15 U.S.C. 78s(b)(3)(A).
\11\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
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 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.
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A proposed rule change filed under Rule 19b-4(f)(6) \12\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b4(f)(6)(iii),\13\ the Commission
may designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange has asked
the Commission to waive the 30-day operative delay so that the proposal
may become operative immediately upon filing.
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\12\ 17 CFR 240.19b-4(f)(6).
\13\ 17 CFR 240.19b-4(f)(6)(iii).
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The Exchange has represented that it no longer offers an after-
hours crossing session and has decommissioned its off-hours trading
facility. The Exchange asserts that permitting the rule filing to
become operative immediately would thereby alleviate potential investor
or market participant confusion that could result from the Exchange
retaining obsolete rules on its rulebook relating to functionality the
Exchange no longer offers.
The Commission agrees that retaining the rule text in the
Exchange's rulebook may create investor confusion about the
availability of off-hours trading on the Exchange. Accordingly, the
Commission believes that waiver of the 30-day operative delay is
consistent with the protection of investors and the public interest.
Accordingly, the Commission hereby waives the 30-day operative delay
and designates the proposal operative upon filing.\14\
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\14\ For purposes only of waiving the 30-day operative delay,
the Commission has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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At any time within 60 days of the filing of such 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. If the Commission
takes such action, the Commission shall institute proceedings under
section 19(b)(2)(B) \15\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\15\ 15 U.S.C. 78s(b)(2)(B).
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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="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#f88a8d949dd59b9795959d968c8bb88b9d9bd69f978e"><span class="__cf_email__" data-cfemail="5022253c357d333f3d3d353e2423102335337e373f26">[email protected]</span></a>. Please include
file number SR-NYSE-2024-06 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-NYSE-2024-06. 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="https://www.sec.gov/rules/sro.shtml">https://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
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. Do not
include personal identifiable information in submissions; you should
submit only information that you wish to make available publicly. We
may redact in part or withhold entirely from publication submitted
material that is obscene or subject to copyright protection. All
submissions should refer to file number SR-NYSE-2024-06 and should be
submitted on or before March 13, 2024.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
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\16\ 17 CFR 200.30-3(a)(12), (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-03449 Filed 2-20-24; 8:45 am]
BILLING CODE 8011-01-P
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