Notice2025-13378
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Reflect an Amendment to the Exemptive Relief Applicable to Certain Managed Portfolio Shares
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 17, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 135 (Thursday, July 17, 2025)</title>
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[Federal Register Volume 90, Number 135 (Thursday, July 17, 2025)]
[Notices]
[Pages 33425-33428]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-13378]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-103455; File No. SR-NYSEARCA-2025-51]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Reflect an
Amendment to the Exemptive Relief Applicable to Certain Managed
Portfolio Shares
July 14, 2025.
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 July 8, 2025, NYSE Arca, Inc. (``NYSE Arca'' or ``Exchange'')
filed with the Securities and Exchange Commission (``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
[[Page 33426]]
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 reflect an amendment to the exemptive
relief applicable to the following series of Managed Portfolio Shares,
which are listed and traded on the Exchange under NYSE Arca Rule 8.900-
E: FM Compounders Equity ETF, FM Focus Equity ETF, DoubleLine Shiller
CAPE U.S. Equities ETF, Gabelli Automation ETF, Gabelli Commercial
Aerospace and Defense ETF, Gabelli Growth Innovators ETF, and Gabelli
Love Our Planet & People ETF. 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 adopted NYSE Arca Rule 8.900-E for the purpose of
permitting the listing and trading, or trading pursuant to unlisted
trading privileges, of Managed Portfolio Shares, which are securities
issued by an actively managed open-end investment management
company.\4\
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\4\ See Securities Exchange Act Release No. 88648 (April 15,
2020), 85 FR 22200 (April 21, 2020) (SR-NYSEArca-2020-32) (Notice of
Filing and Immediate Effectiveness of Proposed Rule Change To Adopt
a New NYSE Arca Rule 8.900-E). Rule 8.900-E(c)(1) provides that the
term ``Managed Portfolio Share'' means a security that (a)
represents an interest in an investment company registered under the
Investment Company Act of 1940 (``Investment Company'') organized as
an open-end management investment company that invests in a
portfolio of securities selected by the Investment Company's
investment adviser consistent with the Investment Company's
investment objectives and policies; (b) is issued in a Creation
Unit, or multiples thereof, in return for a designated portfolio of
instruments (and/or an amount of cash) with a value equal to the
next determined net asset value and delivered to the Authorized
Participant (as defined in the Investment Company's Form N-1A filed
with the Commission) through a Confidential Account; (c) when
aggregated into a Redemption Unit, or multiples thereof, may be
redeemed for a designated portfolio of instruments (and/or an amount
of cash) with a value equal to the next determined net asset value
delivered to the Confidential Account for the benefit of the
Authorized Participant; and (d) the portfolio holdings for which are
disclosed within at least 60 days following the end of every fiscal
quarter.
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Rule 8.900-E(b)(1) requires the Exchange to file separate proposals
under Section 19(b) of the Act before listing and trading any series of
Managed Portfolio Shares on the Exchange. Pursuant to this provision,
the Exchange submitted proposals to list and trade shares of Managed
Portfolio Shares of the FM Compounders Equity ETF and FM Focus Equity
ETF \5\ (together, the ``FM Funds''); the DoubleLine Shiller CAPE U.S.
Equities ETF (the ``DoubleLine Fund''); and the Gabelli Automation ETF,
Gabelli Commercial Aerospace and Defense ETF, Gabelli Growth Innovators
ETF, and Gabelli Love Our Planet & People ETF \6\ (together, the
``Gabelli Funds'') on the Exchange under NYSE Arca Rule 8.900-E.\7\ The
FM Funds are series of the Northern Lights Fund Trust IV, the
DoubleLine Fund is a series of the DoubleLine ETF Trust, and the
Gabelli Funds are series of the Gabelli ETFs Trust.\8\ Each of the FM
Funds, DoubleLine Fund, and Gabelli Funds (collectively, the ``Funds'')
operates pursuant to orders issued by the Commission under Section 6(c)
of the Investment Company Act of 1940 (``1940 Act'') for exemptions
from various provisions of the 1940 Act and rules thereunder, in
response to applications by the Trusts for exemptive relief.\9\ Each of
the Exemptive Orders incorporates by reference the terms and conditions
of a previous order granting the same relief sought in the respective
applications for exemptive relief, as that order may be amended from
time to time (the ``Prior Reference Order'').\10\ As set forth in the
FM Funds Notices, DoubleLine Notice, and Gabelli Funds Order, the
Funds' investments will conform to the permissible investments as set
forth in the Exemptive Application and Prior Reference Order and will
be consistent with all requirements in the Exemptive Application and
Prior Reference Order.\11\ Under the Prior Reference Order, the names
and quantities of the instruments that constitute each of the Funds'
Creation Baskets (as defined in the Prior Reference Order) must be a
pro rata slice of each of the Funds' actual portfolios except for
certain cash substitutions (the ``Pro Rata Basket'').
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\5\ The FM Focus Equity ETF was previously known as the FMC
Excelsior Focus Equity ETF.
\6\ The Gabelli Automation ETF was formerly known as the Gabelli
Asset ETF, the Gabelli Commercial Aerospace and Defense ETF was
formerly known as the Gabelli Equity ETF, and the Gabelli Love Our
Planet & People ETF was formerly known as the Gabelli ESG ETF.
\7\ See Securities Exchange Act Release Nos. 101503 (November 1,
2024), 89 FR 88317 (November 7, 2024) (SR-NYSEARCA-2024-88) (Notice
of Filing and Immediate Effectiveness of Proposed Rule Change To
List and Trade Shares of the FM Compounders Equity ETF Under Rule
8.900-E (Managed Portfolio Shares)) (the ``FM Compounders Fund
Notice''); 94629 (April 7, 2022), 87 FR 21993 (April 13, 2022) (SR-
NYSEArca-2022-17) (Notice of Filing and Immediate Effectiveness of
Proposed Rule Change To List and Trade Shares of the FMC Excelsior
Focus Equity ETF Under Rule 8.900-E (Managed Portfolio Shares)) (the
``FM Focus Fund Notice'' and, together with the FM Compounders Fund
Notice, the ``FM Funds Notices''); 94569 (March 31, 2022), 87 FR
19990 (April 6, 2022) (SR-NYSEArca-2022-16) (Notice of Filing and
Immediate Effectiveness of Proposed Rule Change To List and Trade
Shares of the DoubleLine Shiller CAPE U.S. Equities ETF Under Rule
8.900-E (Managed Portfolio Shares)) (the ``DoubleLine Fund
Notice''); 89663 (August 25, 2020), 85 FR 53868 (August 31, 2020)
(SR-NYSEArca-2020-48) (Order Approving a Proposed Rule Change, as
Modified by Amendment No. 1, To List and Trade Shares of Gabelli
ETFs Under Rule 8.900-E, Managed Portfolio Shares) (the ``Gabelli
Funds Order'').
\8\ These trusts are referred to collectively herein as the
``Trusts.''
\9\ See Investment Company Act Release Nos. 34527 (March 8,
2022) (applicable to the DoubleLine Fund); 34537 (March 22, 2022)
(applicable to the FM Funds); and 33708 (December 3, 2019)
(applicable to the Gabelli Funds) (collectively, the ``Exemptive
Orders'').
\10\ See Precidian ETFs Trust, et al., Investment Company Act
Release No. 33477 (May 20, 2019). The Prior Reference Order was
granted in response to an application for exemptive relief (the
``Exemptive Application'') filed by Precidian ETFs Trust, Precidian
ETF Trust II, Precidian Funds LLC and Foreside Fund Services, LLC
(the ``Applicants'').
\11\ See FM Compounders Fund Notice, 89 FR at 88319; FM Focus
Fund Notice, 87 FR at 21995; DoubleLine Fund Notice, 87 FR at 19992;
Gabelli Funds Order, 85 FR at 53869.
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On November 8, 2024, the Applicants \12\ filed to amend the Prior
Reference Order to permit the use of Creation Baskets that include
instruments that are not included, or are included but in different
weightings, in each of the Funds' Pro Rata Baskets (``Custom
Baskets'').\13\ On December 10, 2024, the Commission issued an order
amending the Prior Reference Order to allow for the use of Custom
Baskets (the ``Amended Reference Order'').\14\ The Exchange now
proposes to amend representations made in the FM Funds Notice,
DoubleLine Notice, and Gabelli
[[Page 33427]]
Funds Order to reflect the Amended Reference Order governing the
listing and trading of the Funds, to permit each of the Funds to use
Custom Baskets that include instruments that are not included, or are
included but in different weightings, in each of the Funds' Pro Rata
Baskets.
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\12\ Precidian ETFs Trust agreed to be removed as an Applicant
in the amendment filed on November 8, 2024.
\13\ See Investment Company Act Release No. 35386 (November 14,
2024).
\14\ See Investment Company Act Release No. 35411 (December 10,
2024).
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Except for this change, all other representations made in the
Funds' respective rule filings remain unchanged and will continue to
constitute continuing listing requirements for the Funds. The Funds
will also continue to comply with the requirements of Rule 8.900-E.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Act,\15\ in general, and furthers the
objectives of Section 6(b)(5) of the Act,\16\ in particular, in that it
is designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, 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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\15\ 15 U.S.C. 78f(b).
\16\ 15 U.S.C. 78f(b)(5).
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The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest because it is intended to ensure that each of the Funds
will operate consistent with the terms and conditions of the Amended
Reference Order. The proposed change would permit the Funds to use
Custom Baskets to the extent consistent with the Amended Reference
Order, which would expand the universe of instruments or modify the
weighting of presently allowed instruments in which each Fund is
permitted to invest. Except for this change, all other representations
made in the Funds' respective rule filings remain unchanged and will
continue to constitute continuing listing requirements for the Funds.
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 purpose of the Act. As noted above, the proposed
rule change reflects amendments to the Prior Reference Order applicable
to the Funds and would thus permit the Funds to operate consistent with
their exemptive relief. The Exchange does not believe that the proposed
change imposes any burden on competition, and, to the extent that the
proposed rule change would continue to permit listing and trading of
the Funds and facilitate the Funds' use of Custom Baskets, the Exchange
believes that the proposal could promote competition among various ETF
products, to the benefit of investors.
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
Pursuant to Section 19(b)(3)(A) of the Act \17\ and Rule 19b-
4(f)(6) \18\ thereunder, the Exchange has designated this proposal as
one that effects a change that: (i) does not significantly affect the
protection of investors or the public interest; (ii) does not impose
any significant burden on competition; and (iii) by its terms, does not
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate if consistent with the
protection of investors and the public interest.\19\
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\17\ 15 U.S.C. 78s(b)(3)(A).
\18\ 17 CFR 240.19b-4(f)(6).
\19\ 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 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. See id. The Exchange has satisfied
this requirement.
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A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act normally does not become operative for 30 days after the date of
its filing. However, Rule 19b-4(f)(6)(iii) \20\ permits the Commission
to designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange requested
that the Commission waive the 30-day operative delay so that the
proposal may become operative immediately upon filing. In connection
with the Amended Reference Order, the Exchange proposes to amend
representations made in the FM Funds Notice, DoubleLine Notice, and
Gabelli Funds Order to permit the Funds to use Custom Baskets that
include instruments that are not included, or are included but in
different weightings, in each of the Funds' Custom Baskets to the
extent consistent with the Amended Reference Order. The Exchange
further represents that, except for the proposed change, all other
representations made in the FM Funds Notice, DoubleLine Notice, and
Gabelli Funds Order remain unchanged and will continue to constitute
continuing listing requirements for the Funds, the shares of which are
currently listed and trading on the Exchange. The Exchange also states
that the Funds will continue to comply with the requirements of NYSE
Arca Rule 8.900-E, which governs the initial and continued listing and
trading of Managed Portfolio Shares. As such, the proposal, which is
designed to ensure that each of the Funds will operate in compliance
with the terms and conditions of the Amended Reference Order, raises no
novel legal or regulatory issues. Therefore, 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
proposed rule change operative upon filing.\21\
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\20\ 17 CFR 240.19b-4(f)(6)(iii).
\21\ For purposes only of waiving the 30-day operative delay,
the Commission has also 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 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/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#255750494008464a4848404b5156655640460b424a53"><span class="__cf_email__" data-cfemail="394b4c555c145a5654545c574d4a794a5c5a175e564f">[email protected]</span></a>. Please include
file number SR-NYSEARCA-2025-51 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-2025-51. This
[[Page 33428]]
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-2025-51 and should
be submitted on or before August 7, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\22\
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\22\ 17 CFR 200.30-3(a)(12), (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-13378 Filed 7-16-25; 8:45 am]
BILLING CODE 8011-01-P
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