Form CC Form CC

§249.1002 Form CC, for application for registration as a competing consolidator or to
amend such an application or registration.
This form shall be used for application for registration as a competing consolidator,
pursuant to section 11A of the Securities Exchange Act of 1934 (15 U.S.C. 78k-1) and §242.614
of this chapter, or to amend such an application or registration.
By the Commission
Dated: December 9, 2020

Vanessa A. Countryman,
Secretary
Note: The form in the following appendix will not appear in the Code of Federal
Regulations.
Appendix A – Form CC
United States
Securities and Exchange Commission
Washington, DC 20549
FORM CC
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACTS MAY
CONSTITUTE CRIMINAL VIOLATIONS.
Section I - Form Filing Information
Page 1 of _____

File No: FORMCC-[acronym]-YYYY-####

{Name of Competing Consolidator} is making the filing pursuant to Rule 614 under the
Securities Exchange Act of 1934
Submission Type (select one)
Rule 614(a)(1)

Initial Form CC

Rule 614(a)(1)(iv)

Withdrawal of Initial Form CC

871

 Rule 614(a)(2)(i)

Material Amendment

Rule 614(a)(2)(ii)

Annual Report

Rule 614(a)(3)

Notice of Cessation

o Date competing consolidator will cease to operate (mm/dd/yyyy)
Rule 614(d)(9)

System Disruption or System Intrusion Notification

o Update to Prior Notification

Section II – General Information
Check Box if there is a change in information previously filed.
1)

Legal name of applicant:________________________________________________

2)

DBA if operating under a different name than above:_________________________

3)

Primary Street Address (Do not use a P.O. Box)

4)

Street: ______________________________________________________________

5)

City______________________________, State___________ Zip Code__________

6)

Mailing Address: Same as above
Street: ______________________________________________________________
City______________________________, State___________ Zip Code__________

7)

Business Telephone (###) ____-_______

8)

Provide the website URL of the registrant:___________________________

9)

Is the applicant affiliated with a national securities exchange registered with the Commission
(yes/no)
a) If Yes, provide full name of the national securities exchange:_______________________

10) Is the applicant a broker-dealer or affiliated with a broker-dealer registered with the

Commission (yes/no)
a) If yes, provide the full name of the registered broker-dealer as stated on Form BD:
b) SEC File No:_________
c) CRD No:____________
11) If applicant is a successor (within the definition of Rule 12b-2 under the Securities Exchange

Act of 1934) to a previously registered competing consolidator, please complete the
following:
872

a) Date of Succession: mm/dd/yyyy
b) Full name/address of predecessor registrant:____________________________
12) Legal Status (select one):

a. Sole Proprietorship
b. Corporation
c. Partnership
d. Limited Liability Company
e. Other (Specify):_________________________
If other than a sole proprietor, please provide the following:
f. Date entity obtained legal status (e.g., date of incorporation) (mm/dd/yyyy).
g. State/country of formation: {pick list}
h. Statute under which entity was organized ______________________

Section III: Business Organization
All Exhibits-Consolidated Document Attachment: The competing consolidator may
choose to provide a consolidated document containing all Exhibits or individual documents
for each Exhibit. If providing individual documents, use the attachment buttons in the
Exhibit Table. If providing a consolidated document, please use the attachment buttons here:
13) Attach as Exhibit A to this application a list of any person as defined in Section 3(a)(9) of

the Securities Exchange Act of 1934 (see also Section 3(a)(19) of the Securities Exchange
Act of 1934) who owns 10 percent or more of applicant’s stock or who, either directly or
indirectly, through agreement or otherwise, in any other manner, may control or direct the
management or policies of the competing consolidator. Include the full name and title of
each such person and attach a copy of the agreement or, if there is none written, describe the
agreement or basis upon which such person exercises or may exercise such control or

873

direction. Alternatively, if applicant is a broker-dealer, or is affiliated with a broker-dealer,
you may provide the Schedule A of Form BD relating to direct owners and executive
officers. If the applicant is an affiliate of a national securities exchange, you may provide
Exhibit K of Form 1 relating to owners, shareholders, or partners that are not also members
of the exchange.
In lieu of filing this Exhibit A (or providing Schedule A of Form BD or Exhibit K of Form
1, whichever may be applicable), [name of entity] certifies that the information
requested under this Exhibit is available at the Internet website below and is accurate as
of the date of this filing. URL______________________________________________
14) Attach as Exhibit B to this application a list of the present officers, directors, governors (and,

in the case of an applicant that is not a corporation, the members of all standing committees
grouped by committee), or persons performing functions similar to any of the foregoing, of
the competing consolidator. For each person provide (a) Name (last, first, middle); (b) Title
(if any) and area of responsibility; (c) Length of time each present officer, director, or
governor has held the same office or position, and (d) Any other business affiliations in the
securities industry or securities information processing industry. Alternatively, if applicant is
a broker-dealer, or is affiliated with a broker-dealer, you may provide the Schedule B of
Form BD relating to indirect owners. If the applicant is an affiliate of a national securities
exchange, you may provide Exhibit J of Form 1 relating to officers, governors, members of
all standing committees, or persons performing similar functions.
In lieu of filing this Exhibit B (or providing Schedule B of Form BD or Exhibit J
of Form 1, whichever may be applicable), [name of entity] certifies that the information

874

requested under this Exhibit is available at the Internet website below and is accurate as of
the date of this filing. URL______________________________________________
15) Attach as Exhibit C to this application a narrative or graphic description of the

organizational structure of the applicant. Note: If the securities information processing
activities of the competing consolidator are conducted primarily by a division, subdivision, or
other segregable entity within the applicant corporation or organization, describe the
relationship of such division, subdivision, or other segregable entity within the overall
organizational structure and attach as part of this Exhibit only such description as applies to
the division, subdivision, or other segregable entity.
16) Attach as Exhibit D to this application a list of all affiliates (within the definition of Rule

12b-2 under the Securities Exchange Act of 1934) of the competing consolidator and indicate
the general nature of the affiliation.

Section IV: Operational Capability
17) Attach as Exhibit E to this application a narrative description of each consolidated market

data product, service or function, including connectivity and delivery options for the
subscribers, and a description of all procedures utilized for the collection, processing,
distribution, publication and retention of information with respect to quotations for, and
transactions in, securities.

Section V - Services and Fees
18) Attach as Exhibit F to this application a description of all consolidated market data products

that are provided to subscribers.

875

19) Attach as Exhibit G to this application a description and identification of any fees or charges

for use of the competing consolidator with respect to any consolidated market data product
services, including the types of fees (e.g., subscription, connectivity), the structure of the fee
(e.g., fixed, variable), variables that impact the fees, pricing differentiation among the types
of subscribers, and range of fees (high and low).
20) Attach as Exhibit H to this application a description of any co-location and related services,

the terms and conditions for co-location, connectivity, and related services, including
connectivity and throughput options offered. Describe any other means besides co-location
and related services to increase the speed of communication, including a summary of the
terms and conditions for its use.
21) Attach as Exhibit I to this application a narrative description, or the functional

specifications, of each consolidated market data product service or function, including
connectivity and delivery options for the subscribers.

Section VI: Commission Notification of Systems Disruption or Systems Intrusion Events
A. Notification Type(s) (select all that apply)


Systems disruption



Systems intrusion


Confidential treatment is requested pursuant to Rule 24b-2(g).

B. General Information Required for 614(d)(9) filings.
1) Date/time systems disruption/systems intrusion event occurred: mm/dd/yyyy hh:mm am/pm
2) Duration of : hh:mm, or days
3) Please provide the date and time when a responsible personnel had reasonable basis to conclude
the systems disruption/systems intrusion event occurred:
mm/dd/yyyy

hh:mm am/pm

4) Has the systems disruption/systems intrusion event been resolved? yes/no
a) If yes, provide date and time of resolution:

mm/dd/yyyy

5) Is the investigation of the event closed? yes/no

876

hh:mm am/pm

a) If yes, provide date of closure: mm/dd/yyyy
6) Name(s) of system(s):

____________________________________

C. Attach as Exhibit J to this filing all other information regarding the systems disruption or
systems intrusion as required by Rule 614(d)(9). Information required pursuant to the rule
regarding systems disruption and systems intrusion shall include information relating to the
event (including the system(s) affected and a summary description) and, when known,
additional information relating to the event (including a detailed description, an assessment
of those potentially affected, a description of the progress of corrective action and when the
event has been or is expected to be resolved).

Section VII: Contact Information
Provide the following information of the contact employee at {the name of the competing
consolidator} prepared to respond to questions for this submission:
First Name:

Last Name:

Title:
Email:

Telephone:

Section VIII: Signature Block and Consent to Service
The {Entity Name} consents that service of any civil action brought by, or notice of any
proceeding before, the SEC in connection with the competing consolidator’s activities may be
given by registered or certified mail or email to the competing consolidator’s contact employee
at the primary street address or email address, or mailing address if different, given in Section II
above. The undersigned, being first duly sworn, deposes and says that he/she has executed this
form on behalf of, and with the authority of, said competing consolidator. The undersigned and
{Entity Name} represent that the information and statements contained herein, including

877

exhibits, schedules, or other documents attached hereto, and other information filed herewith, all
of which are made a part hereof, are current, true, and complete.
Date {auto fill}

{Entity Name}

By: _______________________

Title____________________________

(Digital signature)

Form CC General Instructions:
A.

Use of the Form
Form CC is the form a competing consolidator must file to notify the Securities and

Exchange Commission (“SEC” or “Commission”) of its activities pursuant to Rule 614 of
Regulation NMS, §242.614 et seq. Filings submitted pursuant to Rule 614 shall be filed in an
electronic format through an electronic form filing system (“EFFS”), a secure website operated
by the Commission. Documents attached as exhibits filed through the EFFS system must be in a
text-searchable format without the use of optical character recognition. If, however, a portion of
a Form CC submission (e.g., an image or diagram) cannot be made available in a text-searchable
format, such portion may be submitted in a non-text searchable format.
B.

Need for Careful Preparation of the Completed Form, Including Exhibits
A competing consolidator must provide all of the information required by Form CC,

including the exhibits, and must provide disclosure information that is accurate, current, and
complete. The information in the exhibits must be provided in a clear and comprehensible
manner. A filing that is incomplete or similarly deficient may be returned to the competing
consolidator. Any filing so returned shall for all purposes be deemed not to have been filed with
the Commission. See also Rule 0-3 under the Securities Exchange Act of 1934 (17 CFR 240.03).
C.

When to Use the FORM CC
878

Form CC is comprised of 6 types of submissions to the Commission required pursuant to
Rule 614 of Regulation NMS. In filling out the Form CC, a competing consolidator shall select
the type of filing and provide all information required by Rule 614 of Regulation NMS. The
types of submissions are:
1) Rule 614(a)(1) Initial Form CC: Prior to commencing operations, a competing
consolidator shall file an initial Form CC and the initial Form CC must become
effective.
2) Rule 614(a)(1)(iv) Withdrawal of Initial Form CC. During the review by the
Commission of the initial Form CC, if any information disclosed in the initial
Form CC is or becomes inaccurate or incomplete, the competing consolidator
shall promptly withdraw the initial Form CC and may refile an initial Form CC
pursuant to paragraph (a)(1).
3) Rule 614(a)(2)(i) Material Amendment: The competing consolidator shall file an
amendment on Form CC prior to implementing a material change to the pricing,
connectivity, or products offered of the competing consolidator.
4) Rule 614(a)(2)(ii) Annual Report: The competing consolidator shall file an
Annual Report on Form CC correcting any information contained in the initial
Form CC or in any previously filed amendment that has been rendered inaccurate
or incomplete for any reason, and that has not previously been reported to the
SEC, no later than 30 calendar days after the end of each calendar year in which
the competing consolidator has operated. Competing consolidators filing the
Annual Report must file a complete form, including all pages and answers to all

879

items, together with all exhibits. The competing consolidator must indicate which
items have been amended since the last Annual Report.
5) Rule 614(a)(3) Notice of Cessation: The competing consolidator shall file a
notice of cessation of operations at least 90 calendar days prior to the date upon
ceasing to operate as a competing consolidator.
6) Rule 614(d)(9) Systems Disruption and System Intrusion Notification: Any
competing consolidator that is not an SCI competing consolidator shall file
notifications of systems disruption and system intrusion pursuant to Rule
614(d)(9).
D.

Documents Comprising the Completed Form
The completed form filed with the Commission shall consist of Form CC, responses to all

applicable items, and any exhibits required in connection with the filing. Each filing shall be
marked on Form CC with the initials of the competing consolidator, the four-digit year, and the
number of the filing for the year (e.g., FormCC-acronym-YYYY-XXX).
E.

Contact Information; Signature; and Filing of Completed Form
Each time a competing consolidator submits a filing to the Commission on Form CC, the

competing consolidator must provide the contact information required by Section VI of Form
CC. The contact employee must be authorized to receive all contact information,
communications and mailings and must be responsible for disseminating that information within
the competing consolidator’s organization.
In order to file Form CC through the EFFS, a competing consolidator must request access
to the Commission’s External Application Server. Initial requests will be received by contacting

880

the Division of Trading & Markets at (202) 551-5777. An email will be sent to the requestor that
will provide a link to a secure website where basic profile information will be requested.
A duly authorized individual of the competing consolidator shall electronically sign the
completed Form CC as indicated in Section VIII of the form.
F.

Paperwork Reduction Act Disclosure
Form CC requires a competing consolidator subject to Rule 614 of Regulation NMS to

provide the Commission with certain information regarding the operation of the competing
consolidator, material and other changes to the operation of the competing consolidator, and
notice upon ceasing operation of the competing consolidator.
An agency may not conduct or sponsor, and a person is not required to respond to, a
collection of information unless it displays a currently valid control number. Sections 3(b),
11A(a), 11A(c), 15(c), 17(a), 23(a) and 36(a) authorize the Commission to collect information on
this Form CC from competing consolidators that are subject to Rule 614. See 15 U.S.C. 78c(b),
78k-1(a), 78k-1(c), 78o(c), 78q(a), 78w(a) and 78mm(a).
It is estimated that a competing consolidator will spend approximately 200.3 hours
completing the initial operation report on Form CC, approximately 6.15 hours preparing each
amendment to Form CC, and approximately two (2) hours preparing a cessation of operations
report on Form CC. Any member of the public may direct to the Commission any comments
concerning the accuracy of the burden estimate on the facing page of Form CC and any
suggestions for reducing this burden.
Form CC is designed to enable the Commission to determine whether a competing
consolidator subject to Rule 614 of Regulation NMS is in compliance with Rule 614 and other
Federal securities laws. It is mandatory that a competing consolidator subject to Rule 614 file an

881

initial Form CC, file an amendment to Form CC prior to making a material change, file Annual
Reports to Form CC to reflect changes not previously reported, and file notice on Form CC upon
ceasing operation of the competing consolidator. It is mandatory that a competing consolidator
that is not an SCI competing consolidator file with the Commission information pertaining to
systems disruptions and system intrusions pursuant to Rule 614.
All reports provided to the Commission on Form CC are subject to the provisions of the
Freedom of Information Act, 5 U.S.C. 522 (“FOIA”) and the Commission’s rules thereunder (17
CFR 200.80(b)(4)(iii)).
This collection of information has been reviewed by the Office of Management and
Budget (“OMB”) in accordance with the clearance requirements of 44 U.S.C. 3507. The
applicable Privacy Act system of records is SEC-2 and the routine uses of the records are set
forth at 40 FR 39255 (August 27, 1975) and 41 FR 5318 (February 5, 1976).
G.

Definitions
Unless the context requires otherwise, all terms used in this form have the same meaning

as in the Securities Exchange Act of 1934, as amended, and in the rules and regulations of the
Commission thereunder.
16. Amend Form SCI (referenced in §249.1900) to read as follows:
Note: The text of Form SCI does not, and the amendments will not, appear in the Code of
Federal Regulations.

United States
Securities and Exchange Commission
Washington, DC 20549
Form SCI

882