Notice2025-08111
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Rule 7.35-E (Auctions) Regarding Indicative Match Price
Primary source
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Published
May 9, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 89 (Friday, May 9, 2025)</title>
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[Federal Register Volume 90, Number 89 (Friday, May 9, 2025)]
[Notices]
[Pages 19749-19750]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-08111]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-102989; File No. SR-NYSEARCA-2025-34]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Amending Rule 7.35-
E (Auctions) Regarding Indicative Match Price
May 5, 2025.
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 on
April 22, 2025, NYSE Arca, Inc. (``NYSE Arca'' 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.
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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
The Exchange proposes to amend Rule 7.35-E (Auctions) regarding
Indicative Match Price. 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
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend Rule 7.35-E (Auctions) to restore
Rule 7.35-E(a)(8)(F), relating to Indicative Match Price.
Rule 7.35-E(a) sets forth definitions for purposes of Rule 7.35-E.
Rule 7.35-E(a)(8) defines Indicative Match Price as the best price at
which the maximum volume of shares, including the non-displayed
quantity of Reserve Orders, is tradable in the applicable auction,
subject to the Auction Collars.
The Exchange previously filed a proposed rule change to include
subparagraph (F) under Rule 7.35-E(a)(8), which provided that unless
the Indicative Match Price is based on the midpoint of an Auction NBBO,
if the Indicative Match Price is not in the MPV for the security, it
will be rounded to the nearest price at the applicable MPV.\3\ The
Exchange subsequently filed a proposed rule change in connection with
the merger of its former wholly-owned subsidiary NYSE Arca Equities,
Inc. with and into the Exchange to, among other things, create a single
integrated rulebook.\4\ The Merger Filing inadvertently excluded Rule
7.35-E(a)(8)(F) from the rule text proposed in that filing.
Accordingly, the Exchange now proposes to restore Rule 7.35-E(a)(8)(F)
as set forth in the Indicative Match Price Filing without any
changes.\5\ This proposed change would promote clarity in the
Exchange's rules and ensure that the rules accurately set forth the
Exchange's current process for determining Indicative Match Price.
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\3\ See Securities Exchange Act Release No. 78861 (September 16,
2016), 81 FR 65458 (September 22, 2016) (SR-NYSEArca-2016-129)
(Notice of Filing and Immediate Effectiveness of Proposed Rule
Change To Amend Rule 7.35P (Auctions) Regarding Indicative Match
Price) (the ``Indicative Match Price Filing'').
\4\ See Securities Exchange Act Release No. 81419 (August 17,
2017), 82 FR 40044 (August 23, 2017) (SR-NYSEArca-2017-40) (Notice
of Filing of Amendment No. 2 and Order Granting Accelerated Approval
of a Proposed Rule Change, as Modified by Amendment No. 2, in
Connection With the Proposed Merger of Its Wholly Owned Subsidiary
NYSE Arca Equities, Inc. With and Into the Exchange) (the ``Merger
Filing'').
\5\ The Exchange notes that Rule 7.35-E(a)(8)(F) would also be
identical to Rule 7.35E(a)(8)(F) in the rules of its affiliate, NYSE
American LLC.
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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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The Exchange 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 because it would restore rule text
inadvertently omitted from the Exchange's rules. The inclusion of Rule
7.35-E(a)(8)(F) in the Exchange's rules would ensure that the rules
accurately set forth the Exchange's existing process for determining
Indicative Match Price, thereby reducing potential confusion and
promoting clarity in the Exchange's rules.
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. The proposed change is not
designed to address any competitive issue and would simply serve to
enhance the clarity of the Exchange's rules.
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) 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)
[[Page 19750]]
of the Act and Rule 19b-4(f)(6)(iii) thereunder.
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\8\ 15 U.S.C. 78s(b)(3)(A)(iii).
\9\ 17 CFR 240.19b-4(f)(6).
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A proposed rule change filed under Rule 19b-4(f)(6) \10\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b4(f)(6)(iii),\11\ 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. The Commission believes
that waiving the 30-day operative delay is consistent with the
protection of investors and the public interest, because it will allow
the Exchange to make sure that its rules accurately set forth the
Exchange's process for determining Indicative Match Price. Accordingly,
the Commission designates the proposed rule change to be operative upon
filing.\12\
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\10\ 17 CFR 240.19b-4(f)(6).
\11\ 17 CFR 240.19b-4(f)(6)(iii).
\12\ For purposes only of waiving the 30-day operative delay,
the Commission also 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) \13\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\13\ 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#abd9dec7ce86c8c4c6c6cec5dfd8ebd8cec885ccc4dd"><span class="__cf_email__" data-cfemail="7a080f161f57191517171f140e093a091f19541d150c">[email protected]</span></a>. Please include
file number SR-NYSEARCA-2025-34 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-NYSEARCA-2025-34. 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-NYSEARCA-2025-34 and should
be submitted on or before May 30, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-08111 Filed 5-8-25; 8:45 am]
BILLING CODE 8011-01-P
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