30 day notice

57770

Federal Register / Vol. 83, No. 222 / Friday, November 16, 2018 / Notices

Electronic Comments
• Use the Commission’s internet
comment form (http://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
Phlx–2018–70 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.

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All submissions should refer to File
Number SR–Phlx–2018–70. 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 (http://www.sec.gov/
rules/sro.shtml). 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
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–Phlx–2018–70, and should
be submitted on or before December 7,
2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
Brent J. Fields,
Secretary.
[FR Doc. 2018–25033 Filed 11–15–18; 8:45 am]
BILLING CODE 8011–01–P

12 17

CFR 200.30–3(a)(12).

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Jkt 247001

SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:
Rule 154 SEC File No. 270–438, OMB
Control No. 3235–0495

Notice is hereby given that, under the
Paperwork Reduction Act of 1995 (44
U.S.C. 3501–3520), the Securities and
Exchange Commission (the
‘‘Commission’’) has submitted to the
Office of Management and Budget a
request for extension of the previously
approved collection of information
discussed below.
The federal securities laws generally
prohibit an issuer, underwriter, or
dealer from delivering a security for sale
unless a prospectus meeting certain
requirements accompanies or precedes
the security. Rule 154 (17 CFR 230.154)
under the Securities Act of 1933 (15
U.S.C. 77a) (the ‘‘Securities Act’’)
permits, under certain circumstances,
delivery of a single prospectus to
investors who purchase securities from
the same issuer and share the same
address (‘‘householding’’) to satisfy the
applicable prospectus delivery
requirements.1 The purpose of rule 154
is to reduce the amount of duplicative
prospectuses delivered to investors
sharing the same address.
Under rule 154, a prospectus is
considered delivered to all investors at
a shared address, for purposes of the
federal securities laws, if the person
relying on the rule delivers the
prospectus to the shared address,
addresses the prospectus to the
investors as a group or to each of the
investors individually, and the investors
consent to the delivery of a single
prospectus. The rule applies to
prospectuses and prospectus
supplements. Currently, the rule
permits householding of all
prospectuses by an issuer, underwriter,
or dealer relying on the rule if, in
addition to the other conditions set forth
1 The Securities Act requires the delivery of
prospectuses to investors who buy securities from
an issuer or from underwriters or dealers who
participate in a registered distribution of securities.
See Securities Act sections 2(a)(10), 4(1), 4(3), 5(b)
(15 U.S.C. 77b(a)(10), 77d(1), 77d(3), 77e(b)); see
also rule 174 under the Securities Act (17 CFR
230.174) (regarding the prospectus delivery
obligation of dealers); rule 15c2–8 under the
Securities Exchange Act of 1934 (17 CFR 240.15c2–
8) (prospectus delivery obligations of brokers and
dealers).

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in the rule, the issuer, underwriter, or
dealer has obtained from each investor
written or implied consent to
householding.2 The rule requires
issuers, underwriters, or dealers that
wish to household prospectuses with
implied consent to send a notice to each
investor stating that the investors in the
household will receive one prospectus
in the future unless the investors
provide contrary instructions. In
addition, at least once a year, issuers,
underwriters, or dealers, relying on rule
154 for the householding of
prospectuses relating to open-end
management investment companies that
are registered under the Investment
Company Act of 1940 (‘‘mutual funds’’)
must explain to investors who have
provided written or implied consent
how they can revoke their consent.3
Preparing and sending the notice and
the annual explanation of the right to
revoke are collections of information.
The rule allows issuers, underwriters,
or dealers to household prospectuses if
certain conditions are met. Among the
conditions with which a person relying
on the rule must comply are providing
notice to each investor that only one
prospectus will be sent to the household
and, in the case of issuers that are
mutual funds, providing to each
investor who consents to householding
an annual explanation of the right to
revoke consent to the delivery of a
single prospectus to multiple investors
sharing an address. The purpose of the
notice and annual explanation
requirements of the rule is to ensure that
investors who wish to receive
individual copies of prospectuses are
able to do so.
Although rule 154 is not limited to
mutual funds, the Commission believes
that it is used mainly by mutual funds
and by broker-dealers that deliver
mutual fund prospectuses. The
Commission is unable to estimate the
number of issuers other than mutual
funds that rely on the rule.
The Commission estimates that, as of
August 2018, there are approximately
1,590 mutual funds, approximately 400
of which engage in direct marketing and
therefore deliver their own
prospectuses. Of the approximately 400
mutual funds that engage in direct
marketing, the Commission estimates
that approximately half of these mutual
funds (200)(i) do not send the implied
consent notice requirement because
2 Rule 154 permits the householding of
prospectuses that are delivered electronically to
investors only if delivery is made to a shared
electronic address and the investors give written
consent to householding. Implied consent is not
permitted in such a situation. See rule 154(b)(4).
3 See Rule 154(c).

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amozie on DSK3GDR082PROD with NOTICES

Federal Register / Vol. 83, No. 222 / Friday, November 16, 2018 / Notices
they obtain affirmative written consent
to household prospectuses in the fund’s
account opening documentation; or (ii)
do not take advantage of the
householding provision because of
electronic delivery options which lessen
the economic and operational benefits
of rule 154 when compared with the
costs of compliance.
The Commission estimates that there
are approximately 175 broker-dealers
that carry customer accounts for the
remaining mutual funds and therefore
may be required to deliver mutual fund
prospectuses. The Commission
estimates that each affected brokerdealer will spend, on average, 20 hours
complying with the notice requirement
of the rule, for a total of 3,500 hours.
Therefore, the total number of
respondents for rule 154 is 475 (300 4
mutual funds plus 175 broker-dealers),
and the estimated total hour burden is
approximately 7,975 hours (4,300 hours
for mutual funds plus 3,675 hours for
broker-dealers).
The estimate of average burden hours
is made solely for the purposes of the
Paperwork Reduction Act, and is not
derived from a comprehensive or even
a representative survey or study of the
costs of Commission rules and forms.
Compliance with the collection of
information requirements of the rule is
necessary to obtain the benefit of relying
on the rule. Responses to the collections
of information will not be kept
confidential. The rule does not require
these records be retained for any
specific period of time. 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.
The public may view the background
documentation for this information
collection at the following website,
www.reginfo.gov. Comments should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503,
or by sending an email to:
Lindsay.M.Abate@omb.eop.gov; and (ii)
Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Candace
Kenner, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
Mailbox@sec.gov. Comments must be
submitted to OMB within 30 days of
this notice.
4 The Commission estimates that 200 mutual
funds prepare both the implied consent notice and
the annual explanation of the right to revoke
consent + 100 mutual funds that prepare only the
annual explanation of the right to revoke.

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Dated: November 13, 2018.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–25047 Filed 11–15–18; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
Submission for OMB Review;
Comment Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:
Rule 17f–1(c) and Form X–17F–1A, SEC
File No. 270–29, OMB Control No. 3235–
0037.

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’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for approval of
extension of the previously approved
collection of information provided for in
Rule 17f–1(c) (17 CFR 240.17f–1(c) and
Form X–17F–1A (17 CFR 249.100)
under the Securities Exchange Act of
1934 (15 U.S.C. 78a et seq.).
Rule 17f–1(c) requires approximately
15,500 entities in the securities industry
to report lost, stolen, missing, or
counterfeit securities certificates to the
Commission or its designee, to a
registered transfer agent for the issue,
and, when criminal activity is
suspected, to the Federal Bureau of
Investigation. Such entities are required
to use Form X–17F–1A to make such
reports. Filing these reports fulfills a
statutory requirement that reporting
institutions report and inquire about
missing, lost, counterfeit, or stolen
securities. Since these reports are
compiled in a central database, the rule
facilitates reporting institutions to
access the database that stores
information for the Lost and Stolen
Securities Program.
We estimate that 10,100 reporting
institutions will report that securities
certificates are either missing, lost,
counterfeit, or stolen annually and that
each reporting institution will submit
this report 30 times each year. The staff
estimates that the average amount of
time necessary to comply with Rule
17f–1(c) and Form X17F–1A is five
minutes per submission. The total
burden is 25,250 hours annually for the
entire industry (10,100 times 30 times 5
divided by 60).

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57771

Rule 17f–1(c) is a reporting rule and
does not specify a retention period. The
rule requires an incident-based
reporting requirement by the reporting
institutions when securities certificates
are discovered to be missing, lost,
counterfeit, or stolen. Registering under
Rule 17f–1(c) is mandatory to obtain the
benefit of a central database that stores
information about missing, lost,
counterfeit, or stolen securities for the
Lost and Stolen Securities Program.
Reporting institutions required to
register under Rule 17f–1(c) will not be
kept confidential; however, the Lost and
Stolen Securities Program database will
be kept confidential.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
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. Comments should be
directed to: (i) Desk Officer for the
Securities and Exchange Commission,
Office of Information and Regulatory
Affairs, Office of Management and
Budget, Room 10102, New Executive
Office Building, Washington, DC 20503
or by sending an email to:
Lindsay.M.Abate@omb.eop.gov and (ii)
Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Candace
Kenner, 100 F Street NE, Washington,
DC 20549, or by sending an email to
PRA_Mailbox@sec.gov. Comments must
be submitted to OMB within 30 days of
this notice.
Dated: November 13, 2018.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–25051 Filed 11–15–18; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–84570; File No. SR–GEMX–
2018–36]

Self-Regulatory Organizations; Nasdaq
GEMX, LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Amend General 8 of
the Exchange’s Rules
November 9, 2018.

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 October
1 15
2 17

U.S.C. 78s(b)(1).
CFR 240.19b–4.

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