30-Day Notice

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Federal Register / Vol. 89, No. 217 / Friday, November 8, 2024 / Notices

provided for in Rule 606 of Regulation
NMS (‘‘Rule 606’’) (17 CFR 242.606),
under the Securities Exchange Act of
1934 (15 U.S.C. 78a et seq.). The
Commission plans to submit this
existing collection of information to the
Office of Management and Budget
(‘‘OMB’’) for extension and approval.
Rule 606 (formerly known as Rule
11Ac1–6) requires require disclosure by
broker-dealers of, (1) pursuant to Rule
606(a)(1), a quarterly aggregated public
report on the handling of orders in NMS
stocks that are submitted on a held basis
and orders in NMS securities that are
option contracts with a market value
less than $50,000; (2) pursuant to Rule
606(b)(1), a report, upon request of a
customer, on the routing of that
customer’s orders in NMS stocks that
are submitted on a held basis; orders in
NMS stocks that are submitted on a not
held basis and do not qualify for two de
minimis exceptions; and orders in NMS
securities that are option contracts,
containing certain information on the
broker-dealer’s routing of such orders
for that customer for the prior six
months; and (3) pursuant to Rule
606(b)(3), a report, upon request of a
customer that places with the brokerdealer, directly or indirectly, NMS stock
orders of any size that are submitted on
a not held basis (subject to two de
minimis exceptions), containing certain
information on the broker-dealer’s
handling of such orders for that
customer for the prior six months.
The Commission estimates that out of
the currently 3,399 broker-dealers that
are subject to the collection of
information obligations of Rule
606(a)(1), clearing brokers bear a
substantial portion of the burden of
complying with the reporting and
recordkeeping requirements of Rule 606
on behalf of small to mid-sized
introducing firms. There currently are
approximately 179 clearing brokers. In
addition, there are approximately 61
introducing brokers that receive funds
or securities from their customers.
Because at least some of these firms also
may have greater involvement in
determining where customer orders are
routed for execution, they have been
included, along with clearing brokers, in
estimating the total burden of Rule
606(a)(1).
As described in more detail, below,
the total annual time burden associated
with rule 606 is approximately 183,000
hours per year and the total annual cost
burden is approximately $1,300,000 per
year.
The Commission staff estimates that
each firm significantly involved in order
routing practices incurs an average
burden of 40 hours to prepare and

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disseminate the quarterly report
required by Rule 606(a)(1), or a burden
of 160 hours per year. With an estimated
240 broker-dealers significantly
involved in order routing practices, the
total industry-wide burden per year to
comply with the quarterly reporting
requirement in Rule 606 is estimated to
be 38,400 hours (160 × 240).
Additionally, for each of the 240 brokerdealers subject to disclosure
requirements of Rule 606(a)(1), the
Commission estimates the annual
burden under Rule 606(a)(1)(iv) to
monitor payment for order flow and
profit-sharing relationships and
potential self-regulatory organization
rule changes that could impact their
order routing decisions and incorporate
any new information into their reports
to be 10 hours and the annual burden
for each broker-dealers to describe and
update any terms of payment for order
flow arrangements and profit-sharing
relationships with a Specified Venue
that may influence their order routing
decisions to be 15 hours, for a total
annual burden of 6,000 hours (25 × 240).
Therefore, the estimated total annual
burden to comply with Rule 606(a)(1) is
44,400 hours.
Clearing brokers generally bear the
burden of responding to individual
customer requests under Rule 606(b)(1)
for order handling information. The
Commission staff estimates that an
average clearing broker incurs an annual
burden of 400 hours (2000 responses ×
0.2 hours/response) to prepare,
disseminate, and retain responses to
customers required by Rule 606. With
an estimated 179 clearing brokers
subject to Rule 606(b)(1), the total
industry-wide burden per year to
comply with the customer response
requirement in Rule 606 is estimated to
be 71,600 hours (179 × 400).
The Commission estimates that
approximately 200 broker-dealers are
involved in routing orders subject to the
disclosure requirements of Rule
606(b)(3). The Commission believes that
some such broker-dealers will respond
to requests for customer-specific reports
in house, while others will engage a
third-party service provider to do so.
The Commission estimates that
approximately 135 broker-dealers will
respond in-house to individual
customer requests for information on
order handling under Rule 606(b)(3),
and that for each, the individual annual
burden will be 400 hours (200 responses
× 2 hours/response), with a total annual
burden of 54,000 hours (400 × 135).
The Commission estimates that
approximately 65 broker-dealers will
engage a third party to respond to
individual customer requests, and that

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for each, the individual annual burden
will be 200 hours (200 responses × 1
hour/response), with a total annual
burden of 13,000 hours (200 × 65). The
total annual cost burden associated with
engaging such third parties is
approximately $1,300,000 (65 × 200
annual requests × $100 per request to
engage a third-party service provider).
Therefore, the estimated total annual
burden to comply with Rule 606(b)(3) is
67,000 hours and $1,300,000.
Written comments are invited on: (a)
whether the proposed collection of
information is necessary for the proper
performance of the functions of the
Commission, including whether the
information shall have practical utility;
(b) the accuracy of the Commission’s
estimates of the burden of the proposed
collection of information; (c) ways to
enhance the quality, utility, and clarity
of the information collected; and (d)
ways to minimize the burden of the
collection of information on
respondents, including through the use
of automated collection techniques or
other forms of information technology.
Consideration will be given to
comments and suggestions submitted by
January 7, 2025.
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.
Please direct your written comments
to: Austin Gerig, Director/Chief Data
Officer, Securities and Exchange
Commission, c/o Tanya Ruttenberg, 100
F Street NE, Washington, DC 20549, or
send an email to: PRA_Mailbox@
sec.gov.
Dated: November 4, 2024.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024–25924 Filed 11–7–24; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–098, OMB Control No.
3235–0081]

Submission for OMB Review;
Comment Request; Extension: Rule
12d2–1
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
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission

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Federal Register / Vol. 89, No. 217 / Friday, November 8, 2024 / Notices

ddrumheller on DSK120RN23PROD with NOTICES1

(‘‘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 12d2–1 (17 CFR 240.12d2–1),
under the Securities Exchange Act of
1934 (15 U.S.C. 78a et seq.) (‘‘Act’’).
On February 12, 1935, the
Commission adopted Rule 12d2–1 1
(‘‘Suspension of Trading’’) which sets
forth the conditions and procedures
under which a security may be
suspended from trading under Section
12(d) of the Act.2 Rule 12d2–1 provides
the procedures by which a national
securities exchange may suspend from
trading a security that is listed and
registered on the exchange. Under Rule
12d2–1, an exchange is permitted to
suspend from trading a listed security in
accordance with its rules and must
promptly notify the Commission of any
such suspension, along with the
effective date and the reasons for the
suspension.
Any such suspension may be
continued until such time as the
Commission may determine that the
suspension is designed to evade the
provisions of Section 12(d) of the Act
and Rule 12d2–2 thereunder.3 During
the continuance of such suspension
under Rule 12d2–1, the exchange is
required to notify the Commission
promptly of any change in the reasons
for the suspension. Upon the restoration
to trading of any security suspended
under Rule 12d2–1, the exchange must
notify the Commission promptly of the
effective date of such restoration.
The trading suspension notices serve
a number of purposes. First, they inform
the Commission that an exchange has
suspended from trading a listed security
or reintroduced trading in a previously
suspended security. They also provide
the Commission with information
necessary for it to determine that the
suspension has been accomplished in
accordance with the rules of the
exchange, and to verify that the
exchange has not evaded the
requirements of Section 12(d) of the Act
and Rule 12d2–2 thereunder by
improperly employing a trading
suspension. Without Rule 12d2–1, the
Commission would be unable to fully
implement these statutory
responsibilities.
1 See Securities Exchange Act Release No. 98
(February 12, 1935).
2 See Securities Exchange Act Release No. 7011
(February 5, 1963), 28 FR 1506 (February 16, 1963).
3 Rule 12d2–2 prescribes the circumstances under
which a security may be delisted from an exchange
and withdrawn from registration under Section
12(b) of the Act and provides the procedures for
taking such action.

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There are 24 national securities
exchanges 4 that are subject to Rule
12d2–1. The burden of complying with
Rule 12d2–1 is not evenly distributed
among the exchanges, however, since
there are many more securities listed on
the New York Stock Exchange, Inc., the
NASDAQ Stock Exchange, and the
NYSE American LLC than on the other
exchanges.5 There are approximately
658 responses 6 under Rule 12d2–1 for
the purpose of suspension of trading
from the national securities exchanges
each year, and the resultant aggregate
annual reporting hour burden would be,
assuming on average one-half reporting
hour per response, 329 annual burden
hours for all exchanges. The related
internal compliance costs associated
with these burden hours are $79,618 per
year.
The collection of information
obligations imposed by Rule 12d2–1 is
mandatory. The response will be
available to the public and 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
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 by December 9, 2024 to (i)
www.reginfo.gov/public/do/PRAMain or
MBX.OMB.OIRA.SEC_desk_officer@
omb.eop.gov, and (ii) Austin Gerig,
Director/Chief Data Officer, Securities
and Exchange Commission, c/o Tanya
Ruttenberg, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: PRA_Mailbox@sec.gov.
4 The Exchanges are BOX Exchange LLC, Cboe
BYX Exchange, Inc., Cboe BZX Exchange, Inc., Cboe
C2 Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe
EDGX Exchange, Inc., Cboe Exchange, Inc.,
Investors Exchange LLC, Long Term Stock
Exchange, Inc., MEMX, LLC, Miami International
Securities Exchange, MIAX Emerald, LLC, MIAX
PEARL, LLC, Nasdaq BX, Inc., Nasdaq GEMX, LLC,
Nasdaq ISE, LLC, Nasdaq MRX, LLC, Nasdaq PHLX
LLC, The Nasdaq Stock Market, New York Stock
Exchange LLC, NYSE Arca, Inc., NYSE Chicago,
Inc., NYSE American LLC, NYSE National, Inc.
5 In fact, some exchanges do not file any trading
suspension reports in a given year.
6 The 658 figure was calculated by averaging the
numbers for compliance in 2021, 2022 and 2023,
which are 538, 622 and 814, respectively.

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88843

Dated: November 4, 2024.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024–25925 Filed 11–7–24; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–330, OMB Control No.
3235–0372]

Proposed Collection; Comment
Request; Extension: Municipal
Securities Disclosure (Exchange Act
Rule 15c2–12)
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
(‘‘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.
In connection with offerings of
municipal securities, paragraph (b) of
Rule 15c2–12 1 requires Participating
Underwriters: 2 (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; 3 (2) in noncompetitively bid offerings, to send,
upon request, a copy of the most recent
preliminary official statement (if one
exists) to potential customers; 4 (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’’); 5 (4) to send, upon request, a
1 17

CFR 240.15c2–12(b).
term ‘‘Participating Underwriter’’ means
any broker, dealer, or municipal securities dealer
that acts as an underwriter in connection with an
‘‘Offering,’’ i.e., a primary offering of municipal
securities with an aggregate principal amount of
$1,000,000 or more. 17 CFR 240.15c2–12(a)
(defining ‘‘Participating Underwriter’’ and
‘‘Offering’’).
3 17 CFR 240.15c2–12(b)(1).
4 17 CFR 240.15c2–12(b)(2).
5 17 CFR 240.15c2–12(b)(3).
2 The

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