Notice2025-12716
Self-Regulatory Organizations; National Securities Clearing Corporation; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the NSCC Rules To Decommission CNS Functionality Related to Level 2 Exemptions and Fully-Paid-For Accounts
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
July 9, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 129 (Wednesday, July 9, 2025)</title>
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[Federal Register Volume 90, Number 129 (Wednesday, July 9, 2025)]
[Notices]
[Pages 30538-30542]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-12716]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-103390; File No. SR-NSCC-2025-010]
Self-Regulatory Organizations; National Securities Clearing
Corporation; Notice of Filing and Immediate Effectiveness of Proposed
Rule Change To Amend the NSCC Rules To Decommission CNS Functionality
Related to Level 2 Exemptions and Fully-Paid-For Accounts
July 3, 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 that
on June 27, 2025, National Securities Clearing Corporation (``NSCC'')
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 clearing agency. NSCC filed the
proposed rule change pursuant to Section 19(b)(3)(A) of the Act \3\ and
Rule 19b-4(f)(6) thereunder.\4\ 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.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(6).
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I. Clearing Agency's Statement of the Terms of Substance of the
Proposed Rule Change
The proposed rule change consists of modifications to the NSCC
Rules & Procedures (``Rules'') to decommission Continuous Net
Settlement system (``CNS'') functionality related to (i) Level 2
Exemptions and (ii) Fully-Paid-For Accounts. The proposed modifications
to the Rules are included in Exhibit 5 of the filing.\5\
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\5\ Capitalized terms not defined herein shall have the meaning
assigned to such terms in the Rules, available at <a href="http://www.dtcc.com/legal/rules-and-procedures">www.dtcc.com/legal/rules-and-procedures</a>.
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II. Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
In its filing with the Commission, the clearing agency 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 clearing agency has prepared summaries,
set forth in sections A, B, and C below, of the most significant
aspects of such statements.
(A) Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
1. Purpose
The purpose of this proposed rule change is to amend the NSCC Rules
to decommission CNS functionality related to (i) Level 2 Exemptions and
(ii) Fully-Paid-For Accounts.\6\ The proposed rule change is discussed
in detail below.
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\6\ The Depository Trust Company (``DTC'') also filed this
proposed rule change with the Commission in connection with the
decommissioning of Fully-Paid-For Accounts. See DTC filing SR-DTC-
2025-010.
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Background
Continuous Net Settlement System (CNS)
CNS is an automated accounting and securities settlement system
that centralizes and nets the settlement of compared and recorded
securities transactions and maintains an orderly flow of security and
money balances.\7\ CNS provides clearance for equities, corporate
bonds, unit investment trusts, and municipal bonds that are eligible
for book-entry transfer at DTC, an affiliate of NSCC.
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\7\ See NSCC Rule 11 (CNS System) and Procedure VII (CNS
Accounting Operation), supra note 5.
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Within CNS, all eligible compared and recorded transactions for a
particular settlement date are netted by issue into one position per
Member. The position can be net long (buy), net short (sell) or flat.
As a continuous net system, those positions are further netted with
positions of the same issue that remain open after their original
scheduled settlement date (usually one business day after the trade
date or T+1), so that transactions scheduled to settle on any day are
netted with fail positions (i.e., positions that have failed in
delivery or receipt on the settlement date), which results in a single
deliver or receive obligation for each Member for each issue in which
the Member has activity.
[[Page 30539]]
NSCC Procedure VII (CNS Accounting Operation) describes the receipt
and delivery of CNS Securities. CNS relies on an interface with DTC for
the book-entry movement of securities. CNS short positions are compared
against each Member's DTC accounts to determine the availability of
securities for delivery. If securities are available, they are
transferred from the Member's account at DTC to NSCC's account at DTC
to cover the Member's short obligations to CNS. For CNS Securities,
NSCC uses a modified delivery versus payment mechanism in that when a
Member delivers securities to CNS, the Member receives a credit, and
when NSCC delivers securities to the long receiving Member (a long
allocation), the securities deliveries/movements are not final until
the ``effective time'' occurs pursuant to NSCC Rule 12 (Settlement).\8\
Specifically, under the Rules, a CNS delivery transaction is complete
and final as to the delivering Member once the securities are debited
from the delivering Member's account at DTC and credited to NSCC's CNS
account at DTC; however, a CNS delivery transaction would not become
final as to the receiving ``long'' Member until the ``effective time.''
\9\
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\8\ Pursuant to NSCC Rule 12, the ``effective time'' generally
occurs when it is clear that NSCC has either been paid, or is in a
credit position with respect to a Member or its Settling Bank, and
NSCC has no obligation due with respect to a Member pursuant to the
Clearing Agency Cross-Guaranty Agreement. Until the effective time
has occurred in accordance with the Rules, NSCC retains ownership
rights in the long allocations. See NSCC Rule 12, supra note 5.
\9\ DTC and NSCC have established certain limited cross-
guarantees and arrangements to permit transactions to flow smoothly
between DTC and NSCC in a collateralized environment. See DTC
Settlement Service Guide, at 17-18, available at <a href="http://www.dtcc.com/legal/rules-and-procedures">www.dtcc.com/legal/rules-and-procedures</a>.
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CNS Exemptions
Each Member has the ability to elect to deliver all or part of any
CNS short position through the use of ``Exemptions'' in CNS. By
indicating a particular quantity as an Exemption, the Member directs
NSCC not to settle certain short positions or portions thereof. All
short positions or positions thereof for which no Exemption is
indicated are settled automatically to the extent that the Member has
made such securities available in the Member's Designated Depository
(i.e., DTC) account, or they become available in its Designated
Depository account through other depository activity.
Pursuant to Section D of Procedure VII, a Member may submit daily
Exemption instructions to NSCC. Members are also required to submit
standing Exemption instructions to NSCC which govern all of the
Member's short positions for any day on which specific daily Exemption
instructions are (i) not submitted to NSCC; (ii) not received by NSCC;
or (iii) unable to be processed by NSCC. \10\
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\10\ See NSCC Procedure VII, Section D, supra note 5.
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The CNS system currently provides for two levels of Exemption.
Level 1 Exemptions indicate that the portion of the short position
exempted should not be automatically settled against the Member's
current Designated Depository position or against any securities which
may be received into its Designated Depository account as a result of
other depository activity. Level 2 Exemptions are instructions by the
Member that the portion of the short position exempted should not be
automatically settled against its current depository position. Such a
position may be satisfied, however, by certain types of ``qualified''
activity in its Designated Depository account.
There are three types of qualified activity which allow short
positions carrying Level 2 Exemptions to be settled: (i) Coded
Deposits, whereby the Member deposits securities into its Designated
Depository account in the normal manner, but by using a special deposit
ticket which indicates that these securities are available for settling
Level 2 Exemption quantities; (ii) Coded Collateral Loan Releases,
whereby the Member may release securities from its Designated
Depository collateral loan account and wish those securities to be used
in settling a Level 2 Exemption quantity; \11\ and (iii) Receipts from
Banks, whereby all securities received against payment from banks are
eligible to settle Level 2 Exemption quantities. Level 2 Exemptions
remain in place until the ``qualified activity'' event occurs in
settlement and are automatically released upon completion of the
``qualified activity'' event. Settlement of such items is automatic and
no special instruction by the Member is required.
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\11\ In this case, the Member uses a special Collateral Loan
Release form which authorizes such use.
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Fully-Paid-For Accounts
The Fully-Paid-For Account is a special sub-account within CNS that
assists participants in maintaining compliance with possession and
control requirements of Rule 15c3-3 under the Act.\12\ Members may
instruct NSCC to move their expected long allocations from the general
CNS ``A'' subaccount into a fully-paid-for location (the ``E''
subaccount) and are then permitted to use customer fully-paid-for
positions to complete institutional deliveries in DTC. As Members
instruct NSCC to move expected long allocations to the fully-paid-for
location, NSCC reclassifies the relevant long allocations as a fully-
paid-for long allocation and debits the Member the market value of the
relevant securities in the NSCC settlement system. These long
allocation reclassifications and corresponding settlement debits are
posted intraday by NSCC. The funds associated with the fully-paid-for
process are collected via NSCC's end-of-day settlement process and are
held by NSCC and used to ensure the customer fully-paid-for positions
can be replaced should the Member become insolvent. Upon completion of
a fully-paid-for long allocation, the relevant funds are used to pay
for the securities received from CNS via NSCC's end-of-day settlement
process.
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\12\ See 17 CFR 240.15c3-3.
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Additionally, if the Member replaces the customer fully paid for
securities in inventory at DTC prior to the receipt of the CNS long
allocation, the Member can move the expected long allocation from the
fully-paid-for location (the ``E'' subaccount) back to the general CNS
``A'' subaccount. Upon completion, the relevant funds are credited back
to the Member through NSCC's end-of-day settlement process.
Proposed Changes
NSCC continually evaluates the efficiency and effectiveness of the
services it provides to its Members. As part of these evaluations, and
in furtherance of NSCC's ongoing modernization efforts, NSCC is seeking
to streamline and simplify its services and processes, including
through the elimination of underutilized functionality and services.
NSCC has identified Level 2 Exemptions and Fully-Paid-For Accounts as
two underutilized functionalities of its CNS system, which do not
justify the costs associated with modernizing and maintaining those
functionalities in CNS.
CNS Level 2 Exemptions
NSCC proposes to eliminate the use of Level 2 Exemptions in CNS.
Level 2 Exemptions are an underutilized functionality in CNS, and NSCC
would have to devote significant resources to maintain and update this
functionality, particularly as NSCC modernizes its CNS system. NSCC
believes that these resources would be better used to maintain,
modernize, and enhance the systems, functionality, and services that
are more widely and frequently used by its Members.
[[Page 30540]]
NSCC proposes to amend the following Rules to reflect the
decommissioning of Level 2 Exemptions. NSCC would amend Section D
(Controlling Deliveries to CNS) of Procedure VII (CNS Accounting
Operation) to remove all procedural language describing or referencing
Level 2 Exemptions and Qualified Activity in CNS. Specifically, NSCC
would amend Section D.1. of Procedure VII to remove the description of
Level 2 Exemptions and Qualified Activity from the Procedures. NSCC
would also make conforming changes throughout Section D of Procedure
VII to remove references to there being different types of Exemptions
in CNS and make other conforming changes necessary to reflect the
elimination of Level 2 Exemptions in CNS.
NSCC performed an assessment of the usage of CNS Level 2
Exemptions, which revealed limited utilization of this functionality
across five Members. NSCC performed outreach to the Members currently
using Level 2 Exemptions and discussed the alternative tools available
to those Members to manage their inventory and control deliveries in
CNS. These alternative tools include the use of CNS Level 1 Exemptions,
the exemption process in DTC's Inventory Management System
(``IMS''),\13\ and Memo Segregation at DTC.\14\ NSCC also announced its
plans to decommission Level 2 Exemptions through Important Notice.\15\
There were no material objections or concerns raised by Members. Based
on the limited usage of Level 2 Exemptions and the alternative tools
available to Members, NSCC believes that decommissioning Level 2
Exemptions would have minimal impact on NSCC and its Members.
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\13\ DTC's IMS system enables participants to centrally manage
their settlement deliveries. IMS provides a staging area for a
participant's transactions by offering various inquiry and
prioritization options, audit trails and transaction update
capabilities. IMS warehouses most participant transactions and
introduces them for settlement processing based on transaction type
and user-defined profiles.
\14\ Participants can protect fully-paid-for customer securities
using DTC's Memo Segregation function. Memo Segregation is similar
to the Segregation function, which allows a Participant to protect
fully-paid-for customer securities by moving them from a free
position to a protected (segregated) position. However, whereas
Segregation allows a Participant to move only existing positions,
Memo Segregation allows the Participant to create memo-segregated
positions within its free positions, thus allowing the Participant
to protect anticipated, fully-paid-for customer securities. See DTC
Settlement Service Guide, at 40-42, supra note 9.
\15\ See <a href="http://www.dtcc.com/-/media/Files/pdf/2025/4/10/a9580.pdf">www.dtcc.com/-/media/Files/pdf/2025/4/10/a9580.pdf</a>.
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NSCC would work with impacted Members to wind down their use of
Level 2 Exemptions in advance of the proposed implementation date (as
discussed below); however, any Level 2 Exemptions remaining in effect
for the implementation date would be automatically converted to Level 1
Exemptions in order to provide for continued Exemption protections for
such positions.
Fully-Paid-For Accounts
NSCC also proposes to decommission the use of Fully-Paid-For
Accounts in CNS. Fully-Paid-For Accounts are underutilized by NSCC
Members, and NSCC would have to devote significant resources to
maintain and update this functionality, particularly as NSCC modernizes
its CNS system. NSCC believes that these resources would be better used
to maintain, modernize, and enhance the systems, functionality, and
services that are more widely and frequently used by its Members.
NSCC proposes to amend the following Rules to reflect the proposed
decommissioning of Fully-Paid-For Accounts. First, NSCC would remove
the entirety of Section E.5. (Fully Paid-For Account) of Procedure VII
(CNS Accounting Operation), which describes the Fully-Paid-For Account
and procedures for movements of securities into and out of the Long
Free Account. Second, NSCC would remove Addendum G (Fully Paid-For
Account) from the Rules, which further describes the processes for the
movement of securities into and out of the Fully-Paid-For Account.
Third, NSCC would make a conforming change to Section 2 of Rule 12
(Settlement) to remove rule text describing the ``effective time'' for
certain actions taken by NSCC pursuant to an instruction given to NSCC
by a Member to move a position to its Fully-Paid-For Subaccount. This
rule would no longer be applicable upon the decommissioning of Fully-
Paid-For Accounts. Finally, NSCC would amend Section H (Miscellaneous
CNS Activity) of Procedure VII to remove rule text related to certain
prohibitions on Members moving positions in subject securities during a
voluntary reorganization between the CNS General Account and that
Member's Fully-Paid-For Subaccount. These rules would also no longer be
applicable upon the decommissioning of Fully-Paid-For Accounts.
NSCC performed an assessment of the usage of its Fully-Paid-For
Accounts over a recent 60 business day review period. This review
showed that fewer than 10 Members currently use the Fully-Paid-For
Accounts. The assessment also revealed sporadic usage of the accounts
for minimal values across those Members. NSCC performed outreach to the
Members currently using Fully-Paid-For Accounts and discussed
alternative tools available to Members to assist in managing their
customer segregation requirements, such as using Memo Segregation at
DTC.\16\ NSCC also announced its plans to decommission Fully-Paid-For
Accounts through Important Notice.\17\ There were no material
objections or concerns raised by Members. Based on the limited usage of
Fully-Paid-For Accounts and the alternatives tools available to Members
to assist in managing their customer segregation requirements, NSCC
believes that decommissioning Fully-Paid-For Accounts would have
minimal impact on NSCC and its Members.
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\16\ See supra note 14.
\17\ See <a href="http://www.dtcc.com/-/media/Files/pdf/2025/4/10/a9581.pdf">www.dtcc.com/-/media/Files/pdf/2025/4/10/a9581.pdf</a>.
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NSCC would work with impacted Members to wind down their use of
Fully-Paid-For Accounts in advance of the proposed implementation date
(as discussed below); however, any positions remaining in a Member's
Fully-Paid-For Account (or the ``E'' subaccount) on the implementation
date would be automatically moved to the Member's general CNS ``A''
subaccount.
Implementation Timeframe
The proposed rule change would be implemented in two phases. The
proposed changes concerning Level 2 Exemptions would be implemented on
August 28, 2025. The proposed changes concerning Fully-Paid-For
Accounts would be implemented on September 11, 2025.
2. Statutory Basis
NSCC believes that the proposed rule change is consistent with the
requirements of the Act and the rules and regulations thereunder
applicable to a registered clearing agency. Section 17A(b)(3)(F) of the
Act \18\ requires that the rules of a clearing agency be designed to,
among other things, promote the prompt and accurate clearance and
settlement of securities transactions and to assure the safeguarding of
securities and funds which are in the custody or control of the
clearing agency or for which it is responsible. NSCC believes the
proposed rule change is consistent with the requirements of Section
17A(b)(3)(F) of the Act for the reasons stated below.
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\18\ 15 U.S.C. 78q-1(b)(3)(F).
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As described above, NSCC continually evaluates the efficiency and
effectiveness of the services it provides to its Members. As part of
these evaluations, and in furtherance of
[[Page 30541]]
NSCC's ongoing modernization efforts, NSCC is seeking to streamline and
simplify its services and processes, including through the elimination
of underutilized functionality and services. NSCC has identified Level
2 Exemptions and Fully-Paid-For Accounts as two underutilized
functionalities of its CNS system. Moreover, there are existing,
alternative tools available to Members to assist in managing their
inventories, controlling deliveries, and managing their customer
segregation requirements. Specifically, in the absence of Level 2
Exemptions, Members can continue to manage their inventory and control
deliveries in CNS through the use of CNS Level 1 Exemptions, the
exemption process in DTC's IMS system, and Memo Segregation at DTC. In
the absence of Fully-Paid-For Accounts, Members can use Memo
Segregation at DTC to assist in managing their customer segregation
requirements. NSCC therefore believes that existing alternative
processes would continue to provide prompt and accurate clearance and
settlement of securities transactions and the safeguarding of
securities and funds at NSCC. For these reasons, NSCC believes the
proposed rule change would continue to promote the prompt and accurate
clearance and settlement of securities transactions and assure the
safeguarding of securities and funds which are in the custody or
control of NSCC or for which it is responsible in accordance with
Section 17A(b)(3)(F) of the Act.\19\
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\19\ See id.
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(B) Clearing Agency's Statement on Burden on Competition
Section 17A(b)(3)(I) of the Act \20\ requires that the rules of the
clearing agency do not impose any burden on competition not necessary
or appropriate in furtherance of the Act. NSCC does not believe that
the proposed rule change would impose a burden or otherwise have a
significant impact on competition. Level 2 Exemptions and Fully-Paid-
For Accounts are two underutilized functionalities of CNS which are
each used on a limited basis by fewer than 10 Members. NSCC has
performed outreach to those Members using Level 2 Exemptions and Fully-
Paid-For Accounts to explain the decommissioning of these
functionalities in CNS and the alternative tools available to Members.
Based on the limited usage of Level 2 Exemptions and Fully-Paid-For
Accounts and the alternatives tools available to assist Members in
managing their inventories, controlling deliveries, and managing their
customer segregation requirements, NSCC believes that decommissioning
Level 2 Exemptions and Fully-Paid-For Accounts would have minimal
impact on NSCC's Members. NSCC therefore believes the proposed rule
change would not impose any burden on competition.
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\20\ 15 U.S.C. 78q-1(b)(3)(I).
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(C) Clearing Agency's Statement on Comments on the Proposed Rule Change
Received From Members, Participants, or Others
NSCC has not received or solicited any written comments relating to
this proposal. If any written comments are received by NSCC, they will
be publicly filed as an Exhibit 2 to this filing, as required by Form
19b-4 and the General Instructions thereto.
Persons submitting comments are cautioned that, according to
Section IV (Solicitation of Comments) of the Exhibit 1A in the General
Instructions to Form 19b-4, the Commission does not edit personal
identifying information from comment submissions. Commenters should
submit only information that they wish to make available publicly,
including their name, email address, and any other identifying
information.
All prospective commenters should follow the Commission's
instructions on How to Submit a Comment, available at <a href="http://www.sec.gov/rules-regulations/how-submit-comments">www.sec.gov/rules-regulations/how-submit-comments</a>. General questions regarding the
rule filing process or logistical questions regarding this filing
should be directed to the Main Office of the Commission's Division of
Trading and Markets at <a href="/cdn-cgi/l/email-protection#4b3f392a2f22252c2a252f262a39202e3f380b382e28652c243d"><span class="__cf_email__" data-cfemail="90e4e2f1f4f9fef7f1fef4fdf1e2fbf5e4e3d0e3f5f3bef7ffe6">[email protected]</span></a> or 202-551-5777.
NSCC reserves the right not to respond to any comments 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) \21\ of the Act and
Rule 19b-4(f)(6) \22\ thereunder.
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\21\ 15 U.S.C. 78s(b)(3)(A).
\22\ 17 CFR 240.19b-4(f)(6).
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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.
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-regulations/self-regulatory-organization-rulemaking">https://www.sec.gov/rules-regulations/self-regulatory-organization-rulemaking</a>);
or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#2654534a430b45494b4b434852556655434508414950"><span class="__cf_email__" data-cfemail="b9cbccd5dc94dad6d4d4dcd7cdcaf9cadcda97ded6cf">[email protected]</span></a>. Please include
File Number SR-NSCC-2025-010 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.
All submissions should refer to File Number SR-NSCC-2025-010. 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-regulations/self-regulatory-organization-rulemaking">https://www.sec.gov/rules-regulations/self-regulatory-organization-rulemaking</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 NSCC and on DTCC's website (<a href="http://www.dtcc.com/legal/sec-rule-filings">www.dtcc.com/legal/sec-rule-filings</a>). 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
[[Page 30542]]
obscene or subject to copyright protection. All submissions should
refer to File Number SR-NSCC-2025-010 and should be submitted on or
before July 30, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\23\
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\23\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-12716 Filed 7-8-25; 8:45 am]
BILLING CODE 8011-01-P
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