Notice2024-25057
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing of a Proposed Rule Change With Respect to Amendments to the Seventh Amended and Restated Bylaws (the “CGM Bylaws”) of Its Parent Corporation, Cboe Global Markets, Inc. (“Cboe” or “Corporation”)
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
October 29, 2024
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 89 Issue 209 (Tuesday, October 29, 2024)</title>
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[Federal Register Volume 89, Number 209 (Tuesday, October 29, 2024)]
[Notices]
[Pages 86051-86055]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-25057]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-101419; File No. SR-CboeBZX-2024-087]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing of a Proposed Rule Change With Respect to Amendments to the
Seventh Amended and Restated Bylaws (the ``CGM Bylaws'') of Its Parent
Corporation, Cboe Global Markets, Inc. (``Cboe'' or ``Corporation'')
October 23, 2024.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on October 11, 2024, Cboe BZX Exchange, Inc. (the ``Exchange'' or
``BZX'') 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 by the Exchange. 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\ 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
Cboe BZX Exchange, Inc. (the ``Exchange'' or ``BZX'') is filing
with the Securities and Exchange Commission (the ``Commission'') a
proposed rule change with respect to amendments to the Seventh Amended
and Restated Bylaws (the ``CGM Bylaws'') of its parent corporation,
Cboe Global Markets, Inc. (``Cboe'' or ``Corporation''). The text of
the proposed rule change is provided in Exhibit 5.
The text of the proposed rule change is also available on the
Exchange's website (<a href="http://markets.cboe.com/us/equities/regulation/rule_filings/bzx/">http://markets.cboe.com/us/equities/regulation/rule_filings/bzx/</a>), at the Exchange's Office of the Secretary, 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
At Cboe's annual meeting held on May 16, 2024, Cboe's stockholders
considered two advisory proposals that would provide Cboe stockholders
with the right to call a special meeting of the stockholders provided
that a certain threshold percentage of stockholders propose to call
such a meeting. The two proposals were submitted separately. One of the
proposals was submitted by an individual stockholder (``Stockholder
Proposal''). The other proposal was submitted by Cboe Management
(``Management Proposal''). The Stockholder Proposal, which did not pass
but received 45% of the votes cast, requested that the CGM Board take
steps to enable stockholders having at least 10% of Cboe's voting power
to call a special meeting of the stockholders. The Management Proposal,
which passed with 65% of the votes cast, requested that the CGM Board
take steps to enable stockholders having at least 25% of Cboe's voting
power to call a special meeting of the stockholders.
The Nominating & Governance Committee of the CGM Board reviewed the
voting results of the Stockholder Proposal and the Management Proposal
and discussed the stockholder voting standards and rights contemplated
by the CGM Bylaws. Following this review, the Nominating & Governance
Committee recommended to the CGM Board, and the CGM Board approved,
certain changes to the CGM Bylaws to implement the Management Proposal.
The CGM Board also approved amending the CGM Bylaws to improve the
governance processes of Cboe, to make certain provisions more
consistent with Delaware General Corporation Law (``DGCL''), and to
make clarifying and cleanup changes to the CGM Bylaws. The proposed
rule change amends the CGM Bylaws to implement the changes approved by
the CGM Board.
Proposed Changes to Article 2--Stockholders
Current Section 2.3 (Special Meeting) of the CGM Bylaws provides
that only the Chair of the Board, the Chief Executive Officer or the
CGM Board may call a special meeting of the stockholders. To respond to
feedback from its stockholders, as discussed above, Cboe proposes to
delete portions of this provision and add language that
[[Page 86052]]
will provide Cboe stockholders with the right to call special
stockholder meetings (a ``Stockholder Requested Special Meeting'')
after following particular procedures.
In defining the procedural requirements, Cboe's goals are to ensure
timely notice of a meeting request and to gather sufficient information
about the proposing stockholder(s) and the proposed business itself.
Among other things, this information will help ensure that Cboe is able
to comply with its disclosure and other requirements under applicable
law and that Cboe, the CGM Board and its stockholders are able to
adequately assess proposed business submitted by stockholders.
Additionally, Cboe notes that the proposed terms are common among
public companies that have adopted a right for stockholders to call
special meetings. The proposed changes to the CGM Bylaws to effect the
stockholder special meeting right are set forth below.
Revisions to Section 2.3(a)
First, the proposed changes to Section 2.3(a) provide that a
Stockholder Requested Special Meeting may be called: (i) at any time by
the CGM Board pursuant to a resolution adopted by the affirmative vote
of a majority of the total number of CGM directors then in office; or
(ii) by Cboe's Corporate Secretary following the receipt of a written
request in proper form for a special meeting (a ``Special Meeting
Request'') by one or more stockholders. In order to call a special
meeting, the stockholders must hold, in the aggregate, at least 25% of
Cboe's outstanding shares of common stock entitled to vote on matters
brought before the special meeting (the ``Requisite Percentage'').
The proposed changes to Section 2.3(a) also clarify that the Chair
of the Board, the Chief Executive Officer or the President of Cboe may
not individually call a special meeting of the stockholders. This
change was made to vest authority within Cboe to call a special meeting
in the Board. Without the proposed change, the Chair of the Board,
Chief Executive Officer and the President could each call a special
meeting of the stockholders without CGM Board approval. The proposed
change to Section 2.3(a) simplifies this requirement to confirm that,
within Cboe, only the CGM Board may call for a special meeting of the
stockholders.
Proposed Section 2.3(b) and Section 2.3(c)
Proposed Section 2.3(b) and Section 2.3(c) set forth the procedures
a stockholder must follow in order to submit a written request in
proper form to call a Stockholder Requested Special Meeting.
Stockholders must first submit a request to Cboe's Corporate Secretary
to define a date on which the Requisite Percentage will be determined
(the ``Record Date''). A stockholder must sign any request to set a
Record Date and also provide a reasonably brief description of the
purpose or purposes of the special meeting of the stockholders. A
stockholder is also required in the request to set a Record Date to
disclose certain information regarding themselves and any individuals
or entities such stockholder may be associated with (a ``Stockholder
Associated Person(s)''), as well as such information concerning any
nominees to the CGM Board (``Stockholder Nominee(s)'') if such
stockholder is so proposing. The information that a stockholder must
disclose regarding Stockholder Associated Persons and Stockholder
Nominees is contained in Section 2.11 of the CGM Bylaws and
incorporated by reference in this Section 2.3(b). The information
required to be provided in the request to set a Record Date provides
Cboe with notice that a stockholder is seeking to bring business before
the stockholders and assists with the logistical aspects of determining
which stockholders will be counted for purposes of determining whether
the Requisite Percentage is met.
Proposed Section 2.3(d) and Section 2.3(e)
Proposed Section 2.3(d) and Section 2.3(e) include detailed
information on the requirements for a Special Meeting Request to have
been properly delivered, subject to certain carve-outs for stockholders
who submit their request in response to a solicitation for public
consent by the Corporation made pursuant to Section 14 of the Exchange
Act. Specifically, a Special Meeting Request must:
<bullet> be delivered within 60 days following the Record Date;
<bullet> be signed by each stockholder making up the Requisite
Percentage;
<bullet> contain a reasonably brief description of the purpose of
the special meeting;
<bullet> include details of each stockholder holding the Requisite
Percentage, including:
[cir] The stockholder's name;
[cir] The stockholder's address;
[cir] information concerning the stockholder submitting the Special
Meeting Request and any Stockholder Associated Persons;
[cir] information concerning any Stockholder Nominees; and
[cir] documentary evidence that the shares included in the
Requisite Percentage are owned by such stockholder;
<bullet> include an acknowledgment that any reduction in the number
of shares owned by such stockholders as of the date of such Special
Meeting Request and through the meeting date will constitute a
revocation of such Special Meeting Request with respect to such
reduction;
<bullet> relate to an item of business that is a proper subject for
stockholder action under applicable law;
<bullet> not include an item of business that did not appear on the
request to set a Record Date;
<bullet> not be delivered during the period commencing 90 days
prior to the one-year anniversary of the immediately preceding annual
meeting and ending on the date of the next annual meeting; and
<bullet> otherwise comply with applicable law.
In defining the requirements for a Special Meeting Request, Cboe's
goal is to gather sufficient information about the stockholder seeking
to request a special meeting and the proposed business for both itself
and its stockholders and to help ensure the efficient use of corporate
resources by restricting a stockholder from raising items that could
reasonably be addressed at an annual meeting of the stockholders, as in
the requirement that a Special Meeting Request not be delivered in the
period commencing 90 days prior to the one-year anniversary of the
immediately preceding annual meeting. Overall, this information is
designed to help ensure that Cboe is able to comply with its disclosure
and other requirements under applicable law and that Cboe, the CGM
Board and its stockholders are able to assess the proposed business or
Stockholder Nominee adequately.
Proposed Section 2.3(f)
Proposed Section 2.3(f) provides that the CGM Board may cancel a
special meeting in its discretion if the percentage of stock held by
the stockholders requesting a special meeting falls below the Requisite
Percentage at any point after sixty (60) days from the first date on
which a valid Special Meeting Request is delivered to Cboe. This
provides the CGM Board with discretion to reevaluate the Special
Meeting Request in the event the Special Meeting Request is revoked by
stockholders holding a sufficient percentage of the stock of the
Corporation.
[[Page 86053]]
Proposed Section 2.3(g)
Proposed Section 2.3(g) provides that within ten (10) days
following the date on which the Secretary has received valid Special
Meeting Requests, the CGM Board shall fix the record date and meeting
date, time and location for the Stockholder Requested Special Meeting,
provided that the date of any such Stockholder Requested Special
Meeting shall not be more than ninety (90) days after the date on which
a valid Special Meeting Request is received by Cboe. The CGM Board may
submit its own proposal or proposals for consideration at any
Stockholder Requested Special Meeting. Ninety (90) days allows the
Corporation reasonable time to assess the items proposed in the Special
Meeting Request while also not imposing a potentially burdensome delay
on the stockholders.
Proposed Section 2.3(h)
Proposed Section 2.3(h) provides that multiple Special Meeting
Requests may be considered together if (i) each Special Meeting Request
identifies the same or substantially the same purpose or purposes of
the Stockholder Requested Special Meeting and the same or substantially
the same items of business proposed to be brought before the
Stockholder Requested Special Meeting, and (ii) such Special Meeting
Requests have been dated and delivered to the Corporate Secretary
within sixty (60) days of the delivery to the Corporate Secretary of
the earliest dated Special Meeting Request relating to such item(s) of
business. This proposed section helps to ensure the efficient use of
corporate resources by preventing multiple stockholders from raising
items that should reasonably be consolidated. The conditions under
which the Corporation may combine multiple Special Meeting Requests are
sufficiently limited to require that each unique item is addressed
separately.
Revisions to Section 2.9
Section 2.9 of the CGM Bylaws governs proxy representation. It is
proposed that language be added to clarify that any stockholder
directly or indirectly soliciting proxies from other stockholders of
the Corporation may use any proxy card color other than white, which
shall be reserved for exclusive use by the CGM Board.
Revisions to Section 2.11
Section 2.11 of the CGM Bylaws, which are the ``advance notice
bylaws'',\3\ requires stockholders to notify Cboe, during a specified
period in advance of an annual meeting or special meeting called by the
CGM Board, of their intention to nominate one or more persons for
election to the CGM Board or to present a business proposal for
consideration by the stockholders at the meeting and provide certain
information regarding such request. When designing the proposed
procedural requirements for stockholders to call a special meeting, as
outlined above, Cboe evaluated the existing procedural requirements for
stockholders to bring business before an annual meeting or to nominate
director candidates at an annual meeting or special meeting. Cboe has
determined that the advance notice bylaws may be enhanced to help
achieve the core objectives of fulsome disclosure and accurate
explanations from stockholders bringing business or potential nominees
before a stockholder meeting. While advance notice bylaws are
beneficial in providing a company and its stockholders with information
regarding stockholders, and their Stockholder Associated Persons,
seeking to bring business or potential nominees before a stockholder
meeting, therefore permitting orderly meetings and election contests,
and assisting the board's information gathering and disclosure
functions, the Delaware Supreme Court in Kellner v. AIM ImmunoTech
Inc.\4\ has recently provided some guidance on circumstances where such
requests may be overbroad or request information not sufficiently
connected to the legitimate information gathering function these
provisions serve. Therefore, as further detailed below, Cboe has
determined that it would be beneficial to refine certain of the
provisions in the CGM Bylaws to increase the clarity of the requests
for information from stockholders seeking to bring business before a
meeting.
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\3\ ``Advance notice bylaws'' allow stockholder(s) to bring
business before an annual or special meeting of stockholders, but
set forth procedural requirements to help ensure that companies and
boards have sufficient information about the proposal and the
proposing stockholder(s), as well as adequate time to consider the
proposal, by requiring the proposing stockholder(s) to give advance
notice of the intention to bring the proposal before the annual or
special meeting.
\4\ Kellner v. AIM ImmunoTech Inc., C. A. 2023-0879-LWW (Del.
Ch. Jan. 5, 2024).
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First, Section 2.11(a)(iii)(C) of the CGM Bylaws currently defines
the information required to be disclosed regarding a stockholder
providing notice of nominations or other business, any Stockholder
Associated Person(s) and any Stockholder Nominee(s). Cboe proposes
certain amendments to this section to (i) clarify the information a
stockholder is required to disclose relating to arrangements between
the stockholder providing notice or any Stockholder Associated Person
and any other stockholder with regard to the stockholder meeting and
(ii) eliminate disclosures on performance related fees to which such
stockholder or Stockholder Associated Person may be entitled as a
result of any increase or decrease in the stock of Cboe, and the
prospectus or similar document of the stockholder providing notice or
any Stockholder Associated Person. Cboe believes that, while these
provisions as currently written provide valuable information to the
Corporation and its stockholders in assessing the proposed business or
Stockholder Nominee, these requirements should be sufficiently specific
so as not to potentially dissuade stockholders from bringing business
before a stockholder meeting and should otherwise comply with Delaware
law. The proposed changes narrow the information required to be
disclosed such that Cboe is able to help ensure the objectives of the
provisions are met without burdening stockholders with potentially
overbroad requests for information.
Section 2.11(a)(iii)(D) of the CGM Bylaws currently sets forth
certain representations that must be made by a stockholder seeking to
bring business or a Stockholder Nominee before a stockholder meeting
regarding whether such stockholder is part of a group which intends to
deliver or solicit proxies from stockholders in support of such
proposed business. Cboe proposes changes to update this section in
order to be more consistent with the universal proxy rules provided for
in Rule 14a-19 of the Exchange Act by explicitly stating that any
stockholder providing notice that they intend to solicit proxies in
support of a proposed nominee must do so in accordance with Rule 14a-19
of the Exchange Act. Cboe also proposes to clarify that the
representation must confirm whether the stockholder intends or is part
of a group which intends to engage in a solicitation (within the
meaning of Rule 14a-1(1) of the Exchange Act) with respect to the
nomination of any proposed nominee or proposed business to be
considered at the meeting.
Section 2.11(a)(iii)(F) of the CGM Bylaws currently requires that a
Stockholder Nominee furnish any information that Cboe may determine is
required for Cboe to determine the qualifications of such Stockholder
Nominee to serve as a director of the Corporation. Cboe proposes to add
language clarifying that the information Cboe may require must be
consistent with the parameters set forth in Cboe's
[[Page 86054]]
Corporate Governance Guidelines or the CGM Board's past practice in
evaluating potential director nominees.
Proposed Section 2.11(c)(ii) of the CGM Bylaws requires the
stockholder providing notice to notify the Secretary of any inaccuracy
or change in any information submitted pursuant to Section 2.11 within
two (2) business days of becoming aware of such inaccuracy or change.
Cboe proposes to modify this requirement by narrowing the scope of
circumstances in which a stockholder is required to provide notice of
any inaccuracy or change of information that they have previously
provided to material inaccuracies or changes.
Proposed Section 2.11(c)(iii) of the CGM Bylaws provides that any
stockholder or Stockholder Associated Person providing notice with
respect to any Stockholder Nominee is required to do so in a manner
consistent with the requirements for universal proxy rules pursuant to
Rule 14a-19 of the Exchange Act. Namely, the nomination of a
Stockholder Nominee shall be disregarded if, among other things, there
is no longer an intent to solicit proxies in support of a Stockholder
Nominee or there is a failure to comply with the applicable
requirements of Rule 14a-19. Upon request by the Corporation, if any
stockholder providing notice or any Stockholder Associated Person
provides notice pursuant to Rule 14a-19(b) under the Exchange Act, such
stockholder providing notice shall deliver to the Corporate Secretary,
no later than five (5) business days prior to the applicable meeting
date, then reasonable evidence that the requirements of Rule 14a-
19(a)(3) under the Exchange Act have been satisfied.
Currently Section 2.11(c)(vi) of the CGM Bylaws defines
``Stockholder Associated Person'' to mean, among other things, (i) any
person who is a member of a ``group'' (used in Rule 13d-5 under the
Exchange Act) with, or otherwise acting in concert with, any
stockholder providing notice, (ii) any person that is directly or
indirectly controlled by, or under common control with, such
stockholder or such Stockholder Associated Person, or (iii) any person
directly or indirectly controlling any such stockholder or any
Stockholder Associated Person. The proposed rule change reflects recent
developments in Delaware law to add specificity to the definition and
limit which individuals may be determined to be a Stockholder
Associated Person and makes other clarifying changes. Specifically, the
proposed rule change adds the qualifier that a Stockholder Associated
Person must be known by the stockholder to be acting in concert with
such stockholder, removes from the definition any person directly or
indirectly controlled by, or under common control with such stockholder
and replaces it with any affiliate or associate of such stockholder
providing notice, and deletes the reference in the definition to any
person directly or indirectly controlling any such stockholder or
Stockholder Associated Person. The proposed rule change also adds any
Stockholder Nominee to the definition of Stockholder Associated Person.
Revisions to Other Sections of the Bylaws
Cboe also proposes to make changes to Section 2.11 to reflect
recent developments in Delaware law and to provide clarifications and
prevent confusion. Cboe proposes to add a note to Section 2.11(a)(ii)
that any proposed business for a stockholder meeting must be a proper
matter for stockholder action. Cboe also proposes to amend Section
2.11(a)(iii)(B) to state that a Stockholder Nominee's written consent
must be included in Cboe's proxy statement before they may be brought
before a meeting. Previously, Section 2.11(a)(iii)(B) had stated that
the Stockholder Nominee's written consent must be included in a proxy
statement, but had not specifically defined it as Cboe's proxy
statement. Cboe also proposes to amend the same section to state that a
Stockholder Nominee will not enter into any commitment to vote in a
certain manner if nominated to the CGM Board. Previously, this section
had simply stated that a Stockholder Nominee may not enter into any
commitment to vote in a certain manner with respect to certain matters
at any company, without defining Cboe specifically. Cboe also proposes
to amend the same section to require that a Stockholder Nominee not
omit facts that are necessary to ensure statements made are not
misleading in any material respect. Previously, the Stockholder
Nominee's responsibility to not omit facts that are necessary to ensure
statements are not misleading was not subject to materiality.
Cboe also proposes to make changes to Section 3.10 of the CGM
Bylaws to provide that the Lead Director of Cboe may call a special
meeting of the CGM Board. Section 3.10 currently permits, among other
things, the Chair of the Board or the Chief Executive Officer to call a
special meeting of the CGM Board. Revising this section to allow the
Lead Director to call a special meeting of the CGM Board addresses a
potential scenario in which the Chair of the Board and the Chief
Executive Officer positions are jointly held by one individual and a
special meeting of the CGM Board is not able to be called by individual
independent directors.
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of Section 6(b) of the
Act.\5\ Specifically, the Exchange believes the proposed rule change is
consistent with the Section 6(b)(5) \6\ requirements that the rules of
an exchange be 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 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.
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\5\ 15 U.S.C. 78f(b).
\6\ 15 U.S.C. 78f(b)(5).
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In light of an advisory vote by the stockholders of Cboe, Cboe is
proposing changes to its Bylaws to implement a right for stockholders
to call a special meeting of the stockholders at a 25% threshold. The
Exchange believes that this filing furthers the objectives of Section
6(b)(5) of the Act because the proposed rule change would be consistent
with and facilitate a governance and regulatory structure that 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 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. Particularly,
the Exchange believes that, by permitting stockholders of Cboe to bring
business or Stockholder Nominees before a special meeting, the proposed
rule change strengthens the corporate governance of the Exchange's
ultimate parent company, which is beneficial to both investors and the
public interest.
Additionally, the procedural requirements are designed to help
protect investors by stating clearly and explicitly the procedures
stockholders must follow in order to bring business
[[Page 86055]]
or Stockholder Nominees before a special meeting. The informational
requirements are designed to enhance investor protection by helping to
ensure among other things, that the Corporation and its stockholders
have full and accurate information about nominating stockholders and
Stockholder Nominees and that such stockholders and nominees comply
with applicable laws, regulations and other requirements.
The changes that the Exchange is proposing with regard to so-called
``advance notice bylaws'' in light of the recent developments in
Delaware law are designed to help provide additional clarity to
stockholders wishing to bring business before a stockholder meeting or
propose a Stockholder Nominee. The Exchange believes that this filing
furthers the objectives of Section 6(b)(5) by simplifying the
requirements and clarifying the information that must be disclosed by
stockholders. This furthers the interests of investors and the public
by removing potential impediments to raising business or proposing
Stockholder Nominees that may otherwise restrict a stockholder's
ability to participate in the corporate governance of the Corporation.
Finally, the remaining changes to existing provisions of the CGM
Bylaws are clarifying in nature, and they enhance investor protection
and the public interest by preventing confusion with respect to the
operation of the Bylaw provisions.
B. Self-Regulatory Organization's Statement on Burden on Competition
Because the proposed rule change relates to the governance of the
Corporation and not to the operations of the Exchange, 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 not designed to
address any competitive issue or have any impact on competition;
rather, adoption of a stockholder special meeting provision, updating
``advance notice bylaws,'' and other bylaws updates by the Corporation
are intended to enhance corporate governance and accountability to
stockholders.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange neither solicited nor received comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (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 Exchange consents, the Commission will:
A. by order approve or disapprove such 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 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#0775726b622a64686a6a626973744774626429606871"><span class="__cf_email__" data-cfemail="5725223b327a34383a3a323923241724323479303821">[email protected]</span></a>. Please include
file number SR-CboeBZX-2024-087 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-CboeBZX-2024-087. 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-CboeBZX-2024-087 and should
be submitted on or before November 19, 2024.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\7\
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\7\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-25057 Filed 10-28-24; 8:45 am]
BILLING CODE 8011-01-P
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