30 Day Notice

Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices
change should be approved or
disapproved.
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:
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include file number SR–
NYSENAT–2024–24 on the subject line.
Paper Comments

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• 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–NYSENAT–2024–24. 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 (https://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
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–NYSENAT–2024–24 and should be
submitted on or before October 3, 2024.

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[FR Doc. 2024–20641 Filed 9–11–24; 8:45 am]
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SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–373, OMB Control No.
3235–0422]

Electronic Comments

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For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.25
Sherry R. Haywood,
Assistant Secretary.

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Submission for OMB Review;
Comment Request; Extension: Rule
23c–3 and Form N–23c–3
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission (the
‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) a request for extension of the
previously approved collection of
information discussed below.
Rule 23c–3 (17 CFR 270.23c–3) under
the Investment Company Act of 1940
(15 U.S.C. 80a–1 et seq.) permits a
registered closed-end investment
company (‘‘closed-end fund’’ or ‘‘fund’’)
that meets certain requirements to
repurchase common stock of which it is
the issuer from shareholders at periodic
intervals, pursuant to repurchase offers
made to all holders of the stock. The
rule enables these funds to offer their
shareholders a limited ability to resell
their shares in a manner that previously
was available only to open-end
investment company shareholders.
A closed-end fund that relies on rule
23c–3 must send shareholders a
notification that contains specified
information each time the fund makes a
repurchase offer (on a quarterly, semiannual, or annual basis, or, for certain
funds, on a discretionary basis not more
often than every two years). The fund
also must file copies of the shareholder
notification with the Commission
(electronically through the
Commission’s Electronic Data
Gathering, Analysis, and Retrieval
System (‘‘EDGAR’’)) on Form N–23c–3,
a filing that provides certain
information about the fund and the type
of offer the fund is making.1 The fund
CFR 200.30–3(a)(12).
N–23c–3, entitled ‘‘Notification of
Repurchase Offer Pursuant to Rule 23c–3,’’ requires
the fund to state its registration number, its full

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must describe in its annual report to
shareholders the fund’s policy
concerning repurchase offers and the
results of any repurchase offers made
during the reporting period. The fund’s
board of directors must adopt written
procedures designed to ensure that the
fund’s investment portfolio is
sufficiently liquid to meet its repurchase
obligations and other obligations under
the rule. The board periodically must
review the composition of the fund’s
portfolio and change the liquidity
procedures as necessary. The fund also
must file copies of advertisements and
other sales literature with the
Commission as if it were an open-end
investment company subject to Section
24 of the Investment Company Act (15
U.S.C. 80a–24) and the rules that
implement Section 24. Rule 24b–3
under the Investment Company Act (17
CFR 270.24b–3), however, exempts the
fund from that requirement if the
materials are filed instead with the
Financial Industry Regulatory Authority
(‘‘FINRA’’).
The requirement that the fund send a
notification to shareholders of each offer
is intended to ensure that a fund
provides material information to
shareholders about the terms of each
offer. The requirement that copies be
sent to the Commission is intended to
enable the Commission to monitor the
fund’s compliance with the notification
requirement. The requirement that the
shareholder notification be attached to
Form N–23c–3 is intended to ensure
that the fund provides basic information
necessary for the Commission to process
the notification and to monitor the
fund’s use of repurchase offers. The
requirement that the fund describe its
current policy on repurchase offers and
the results of recent offers in the annual
shareholder report is intended to
provide shareholders current
information about the fund’s repurchase
policies and its recent experience. The
requirement that the board approve and
review written procedures designed to
maintain portfolio liquidity is intended
to ensure that the fund has enough cash
or liquid securities to meet its
repurchase obligations, and that written
procedures are available for review by
shareholders and examination by the
Commission. The requirement that the
fund file advertisements and sales
literature as if it were an open-end fund
is intended to facilitate the review of
these materials by the Commission or
FINRA to prevent incomplete,
inaccurate, or misleading disclosure

25 17

1 Form

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name and address, the date of the accompanying
shareholder notification, and the type of offer being
made (periodic, discretionary, or both).

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Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices

about the special characteristics of a
closed-end fund that makes periodic
repurchase offers.
The Commission staff estimates that
80 funds make use of rule 23c–3
annually, including 14 funds that are
relying upon rule 23c–3 for the first
time. The Commission staff estimates
that on average a fund spends 89 hours
annually in complying with the
requirements of the rule and Form N–
23c–3, with funds relying upon rule
23c–3 for the first time incurring an
additional one-time burden of 28 hours.
The Commission therefore estimates the
total annual hour burden of the rule’s
and form’s paperwork requirements to
be 7,512 hours. In addition to the
burden hours, the Commission staff
estimates that the average yearly cost to
each fund that relies on rule 23c–3 to
print and mail repurchase offers to
shareholders is about $38,003.10. The
Commission estimates total annual cost
is therefore about $3,040,248.
Estimates of average burden hours
and costs are made solely for purposes
of the Paperwork Reduction Act and are
not derived from a comprehensive or
even representative survey or study of
the costs of Commission rules and
forms. Compliance with the collection
of information requirements of the rule
and form is mandatory only for those
funds that rely on the rule to repurchase
shares of the fund. The information
provided to the Commission on Form
N–23c–3 will not be kept confidential.
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 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 by October 15, 2024 to (i)
MBX.OMB.OIRA.SEC_desk_officer@
omb.eop.gov and (ii) Austin Gerig,
Director/Chief Data Officer, Securities
and Exchange Commission, c/o
Oluwaseun Ajayi, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: PRA_Mailbox@sec.gov.
Dated: September 9, 2024.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024–20700 Filed 9–11–24; 8:45 am]
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regarding cabinet and combined
waitlists.

[Release No. 34–100966; File No. SR–
NYSECHX–2024–27]

Background
Shortly after the onset of the Covid–
19 pandemic, the Exchange began
experiencing unprecedented User 4
demand for cabinets and power at the
Mahwah, New Jersey data center
(‘‘MDC’’).5 In order to manage its
inventory, in late 2020, the Exchange
filed to create purchasing limits and a
waitlist for cabinet orders (‘‘Cabinet
Waitlist’’).6 In early 2021, the Exchange
filed to create additional purchasing
limits and a waitlist for orders for
additional power in the MDC.7
In 2021 and 2022, the Exchange
expanded the amount of space and
power available in the MDC by opening
a new colocation hall (i.e., Hall 4). ICE
is currently expanding the amount of
colocation space and power available at
the MDC through a new colocation hall
(i.e., Hall 5).
The Exchange subsequently amended
the Fee Schedule to provide an
alternative procedure by which the
Exchange can allocate power in the
Mahwah Data Center via depositguaranteed orders from Users made
within a 90-day ‘‘Ordering Window.’’ 8

Self-Regulatory Organizations; NYSE
Chicago, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Amending the Existing
Note in the Connectivity Fee Schedule
September 6, 2024.

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 August
27, 2024, NYSE Chicago, Inc. (‘‘NYSE
Chicago’’ or the ‘‘Exchange’’) 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 self-regulatory
organization. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend the
existing note in the Connectivity Fee
Schedule (‘‘Fee Schedule’’) regarding
cabinet and combined waitlists. The
proposed rule change is available on the
Exchange’s website at www.nyse.com, 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 proposes to amend the
existing note in the Fee Schedule
1 15

U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15

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4 For purposes of the Exchange’s colocation
services, a ‘‘User’’ means any market participant
that requests to receive colocation services directly
from the Exchange. See Securities Exchange Act
Release No. 87408 (October 28, 2019), 84 FR 58778
at n.6 (November 1, 2019) (SR–NYSECHX–2019–
12). As specified in the Fee Schedule, a User that
incurs colocation fees for a particular colocation
service pursuant thereto would not be subject to
colocation fees for the same colocation service
charged by the New York Stock Exchange LLC
(‘‘NYSE’’), NYSE American LLC, NYSE Arca, Inc.,
and NYSE National, Inc. (together, the ‘‘Affiliate
SROs’’). Each Affiliate SRO has submitted
substantially the same proposed rule change to
propose the changes described herein. See SR–
NYSE–2024–49, SR–NYSEAMER–2024–52, SR–
NYSEARCA–2024–71, and SR–NYSENAT–2024–
24.
5 Through its Fixed Income and Data Services
(‘‘FIDS’’) (previously ICE Data Services) business,
Intercontinental Exchange, Inc. (‘‘ICE’’) operates the
MDC. The Exchange and the Affiliate SROs are
indirect subsidiaries of ICE.
6 See Securities Exchange Act Release No. 90732
(December 18, 2020), 85 FR 84443 (December 28,
2020) (SR–NYSE–2020–73, SR–NYSEAMER–2020–
66, SR–NYSEArca–2020–82, SR–NYSECHX–2020–
26, and SR–NYSENAT–2020–28) (establishing the
procedures in current Colocation Note 6(a) and
7(a)).
7 See Securities Exchange Act Release No. 91515
(April 8, 2021), 86 FR 19674 (April 14, 2021) (SR–
NYSE–2021–12, SR–NYSEAMER–2021–08, SR–
NYSEArca–2021–11, SR–NYSECHX–2021–02, and
SR–NYSENAT–2021–03) (establishing the
procedures in current Colocation Note 6(b) and
7(b)).
8 See Securities Exchange Act Release No. 98937
(November 14, 2023), 88 FR 80795 (November 20,
2023) (SR–NYSE–2023–29, SR–NYSEAMER–2023–
39, SR–NYSEArca–2023–53, SR–NYSECHX–2023–
16, and SR–NYSENAT–2023–18) (‘‘Ordering
Window Approval Order’’).

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