30 Day Notice

Federal Register / Vol. 86, No. 201 / Thursday, October 21, 2021 / Notices
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.25
J. Matthew DeLesDernier,
Assistant Secretary.

For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.7
J. Matthew DeLesDernier,
Assistant Secretary.

[FR Doc. 2021–22937 Filed 10–20–21; 8:45 am]

[FR Doc. 2021–22925 Filed 10–20–21; 8:45 am]
BILLING CODE 8011–01–P

BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION

SECURITIES AND EXCHANGE
COMMISSION

[SEC File No. 270–330, OMB Control No.
3235–0372]

[Release No. 34–93346; File No. SR–
PEARL–2021–32]

For Submission Comment Request

Self-Regulatory Organizations; MIAX
PEARL, LLC; Notice of Withdrawal of
a Proposed Rule Change To Amend
the MIAX Pearl Options Fee Schedule
To Remove Certain Credits and
Increase Trading Permit Fees

Upon Written Request Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
Washington, DC 20549–0213

October 15, 2021.

Notice is hereby given that pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the existing collection of information
provided for in Rule 15c2–12—
Municipal Securities Disclosure (17 CFR
240.15c2–12) under the Securities
Exchange Act of 1934 (15 U.S.C. 78a et
seq.) (‘‘Exchange Act’’). The
Commission plans to submit this
existing collection of information to the
Office of Management and Budget
(‘‘OMB’’) for extension and approval.
Paragraph (b) of Rule 15c2–12
requires underwriters of municipal
securities: (1) To obtain and review an
official statement ‘‘deemed final’’ by an
issuer of the securities, except for the
omission of specified information prior
to making a bid, purchase, offer, or sale
of municipal securities; (2) in noncompetitively bid offerings, to send,
upon request, a copy of the most recent
preliminary official statement (if one
exists) to potential customers; (3) to
contract with the issuer to receive,
within a specified time, sufficient
copies of the final official statement to
comply with Rule 15c2–12’s delivery
requirement and the rules of the
Municipal Securities Rulemaking Board
(‘‘MSRB’’); (4) to send, upon request, a
copy of the final official statement to
potential customers for a specified
period of time; and (5) before
purchasing or selling municipal
securities in connection with an
offering, to reasonably determine that
the issuer or the obligated person has
undertaken, in a written agreement or
contract, for the benefit of holders of
such municipal securities, to provide

On July 1, 2021, MIAX PEARL, LLC
(‘‘MIAX Pearl’’ or the ‘‘Exchange’’) filed
with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’),1 and
Rule 19b–4 thereunder,2 a proposed rule
change to amend the MIAX Pearl
Options Fee Schedule to remove certain
credits and increase monthly Trading
Permit fees for Exchange Members. The
proposed rule change was immediately
effective upon filing with the
Commission pursuant to Section
19(b)(3)(A) of the Act.3 On July 15,
2021, the proposed rule change was
published for comment in the Federal
Register.4 On August 27, 2021, pursuant
to Section 19(b)(3)(C) of the Act, the
Commission: (1) Temporarily
suspended the proposed rule change;
and (2) instituted proceedings to
determine whether to approve or
disapprove the proposal.5 The
Commission received one comment
letter on the proposal.6 On October 12,
2021, the Exchange withdrew the
proposed rule change (SR–PEARL–
2021–32).
25 17

CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 See Securities Exchange Act Release No. 92366
(July 9, 2021), 86 FR 37379.
5 See Securities Exchange Act Release No. 92797,
86 FR 49399 (September 2, 2021).
6 See Letter from Richard J. McDonald,
Susquehanna International Group, LLP, to Vanessa
Countryman, Secretary, Commission, dated
September 28, 2021, available at: https://
www.sec.gov/comments/sr-pearl-2021-32/
srpearl202132-9295793-259789.pdf.

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Extension:
Rule 15c2–12

7 17

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CFR 200.30–3(a)(57) and (58).

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certain information on a continuing
basis to the MSRB in an electronic
format as prescribed by the MSRB. The
information to be provided consists of:
(1) Certain annual financial and
operating information and audited
financial statements (‘‘annual filings’’);
(2) notices of the occurrence of any of
16 specific events (‘‘event notices’’); and
(3) notices of the failure of an issuer or
obligated person to make a submission
required by a continuing disclosure
agreement (‘‘failure to file notices’’).
Rule 15c2–12 is intended to enhance
disclosure, and thereby reduce fraud, in
the municipal securities market by
establishing standards for obtaining,
reviewing and disseminating
information about municipal securities
by their underwriters.
Municipal offerings of less than $1
million are exempt from the rule, as are
offerings of municipal securities issued
in large denominations that are sold to
no more than 35 sophisticated investors
or have short-term maturities.
It is estimated that approximately
28,000 issuers, 250 broker-dealers and
the MSRB will spend a total of 797,681
hours per year complying with Rule
15c2–12.1 Based on data from the MSRB
through December 2020, issuers
annually submit approximately 61,964
annual filings to the MSRB. Commission
staff estimates that an issuer will require
approximately seven hours to prepare
and submit annual filings to the MSRB.
Therefore, the total annual burden on
issuers to prepare and submit 61,964
annual filings to the MSRB is estimated
to be 433,748 hours. Based on data from
the MSRB through December 2020,
issuers annually submit approximately
54,121 event notices to the MSRB.
Commission staff estimates that an
issuer will require approximately four
hours to prepare and submit event
notices to the MSRB. Therefore, the total
annual burden on issuers to prepare and
submit 54,121 event notices to the
MSRB is estimated to be 216,484 hours.
Based on data from the MSRB through
December 2020, issuers annually submit
approximately 3,597 failure to file
notices to the MSRB. Commission staff
estimates that an issuer will require
approximately two hours to prepare and
submit failure to file notices to the
MSRB. Therefore, the total annual
1 54,121 (annual number of event notices) × 4
(average estimate of hours needed to prepare and
submit each) + 61,964 (annual number of annual
filings) × 7 (average estimate of hours needed to
prepare and submit each) + 3,597 (annual number
of failure to file notices) × 2 (average estimate of
hours needed to prepare and submit each) =
657,426 hours. 657,426 hours (estimated total
annual burden on issuers) + 25,000 (estimated total
annual MSRB burden) + 115,255 (estimated total
annual burden on broker-dealers) = 797,681 hours.

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Federal Register / Vol. 86, No. 201 / Thursday, October 21, 2021 / Notices

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burden on issuers to prepare and submit
3,597 failure to file notices to the MSRB
is estimated to be 7,194 hours.
Commission staff estimates that the total
annual burden on broker-dealers to
comply with Rule 15c2–12 is 115,255
hours. Finally, Commission staff
estimates that the MSRB will incur an
annual burden of 25,000 hours to
collect, index, store, retrieve and make
available the pertinent documents under
Rule 15c2–12.
The Commission estimates that up to
65% of issuers may use designated
agents to submit some or all of their
continuing disclosure documents to the
MSRB. The Commission estimates that
the average total annual cost that may be
incurred by issuers that use the services
of a designated agent will be
$15,470,000.2 Further, the Commission
estimates that issuers will retain outside
counsel to assist with filing
approximately 1,100 event notices. The
Commission estimates the average total
annual cost incurred by issuers to retain
outside counsel to assist in the
evaluation and preparation of certain
event notices will be $1,760,000.3 Thus,
the total estimated cost to issuers to
comply with the rule is $17,230,000.4
The Commission initially estimated
that the MSRB would incur total annual
costs of $670,000 to operate the
continuing disclosure service for the
MSRB’s Electronic Municipal Market
Access (‘‘EMMA’’) system. This estimate
was based on prior discussions with
MSRB staff. Based on more recent
discussions with MSRB staff, the
Commission now estimates the total
cost to operate the continuing disclosure
service for EMMA to be $1,055,000.5
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
2 28,000 (number of issuers) × .65 (percentage of
issuers that may use designated agents) × $850
(estimated average annual cost for issuer’s use of
designated agent to submit filings to the Rule) =
$15,470,000.
3 1,100 (estimate of number of event notices
requiring outside counsel) × 4 (estimated number of
hours for outside attorney to assist in the
preparation of such event notice) × $400 (hourly
wage for an outside attorney) = $1,760,000. The
Commission recognizes that the costs of retaining
outside professionals may vary depending on the
nature of the professional services, but for purposes
of this PRA analysis we estimate that costs of
outside counsel would be an average of $400 per
hour.
4 $15,470,000 (estimated total cost for issuer’s use
of designated agent to submit filings) + $1,760,000
(estimated total cost for issuer to employ outside
counsel in the examination, preparation, and filing
of certain event notices) = $17,230,000.
5 The updated figure is comprised of an
approximate cost of $670,000 for hardware and
software and an approximate cost of $385,000 for
external third-party costs. $670,000 + $385,000 =
$1,055,000.

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under the PRA unless it displays a
currently valid OMB control number.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function. Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to (i) www.reginfo.gov/public/do/
PRAMain and (ii) David Bottom,
Director/Chief Information Officer,
Securities and Exchange Commission,
c/o Cynthia Roscoe, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: [email protected].

I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe EDGX Exchange, Inc. (‘‘EDGX’’
or the ‘‘Exchange’’) is filing with the
Securities and Exchange Commission
(the ‘‘Commission’’) a proposed rule
change to extend the current pilot
program related to EDGX Rule 11.15,
Clearly Erroneous Executions, to the
close of business on April 20, 2022. 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 (http://markets.cboe.com/us/
options/regulation/rule_filings/edgx/),
at the Exchange’s Office of the
Secretary, and at the Commission’s
Public Reference Room.

Dated: October 15, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.

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.

[FR Doc. 2021–22902 Filed 10–20–21; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–93345; File No. SR–
CboeEDGX–2021–045]

Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Extend the
Current Pilot Program Related to
Clearly Erroneous Executions, to the
Close of Business on April 20, 2022
October 15, 2021.

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
14, 2021, Cboe EDGX Exchange, Inc.
(the ‘‘Exchange’’ or ‘‘EDGX’’) filed with
the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I, and II below, which Items have
been prepared by the Exchange. The
Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A)(iii) 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.
1 15

U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).

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A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The purpose of this filing is to extend
the effectiveness of the Exchange’s
current rule applicable to Clearly
Erroneous Executions to the close of
business on October 20, 2021. Portions
of Rule 11.15, explained in further
detail below, are currently operating as
a pilot program set to expire on October
20, 2021.5
On September 10, 2010, the
Commission approved, on a pilot basis,
changes to EDGX Rule 11.15 that,
among other things: (i) Provided for
uniform treatment of clearly
erroneous execution reviews in multistock events involving twenty or more
securities; and (ii) reduced the ability of
the Exchange to deviate from the
objective standards set forth in the rule. 6
5 See Securities Exchange Act Release No. 91554
(April 14, 2021), 86 FR 20567 (April 20, 2021) (SR–
CboeEDGX–2021–019).
6 See Securities Exchange Act Release No. 62886
(September 10, 2010), 75 FR 56613 (September 16,
2010) (SR–EDGX–2010–03).

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