[Federal Register Volume 85, Number 95 (Friday, May 15, 2020)]
[Notices]
[Pages 29499-29501]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-10393]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-88852; File No. SR-NASDAQ-2020-022]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Amend Certain Internal Cross-References in General 5, Discipline

May 11, 2020.
    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 April 28, 2020, The Nasdaq Stock Market LLC (``Nasdaq'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. 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.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of the 
Substance of the Proposed Rule Change

    The Exchange proposes to amend certain internal cross-references 
within General 5, Discipline.
    The text of the proposed rule change is available on the Exchange's 
website at http://nasdaq.cchwallstreet.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 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.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    In 2019, Nasdaq relocated its rules into a new Rulebook shell.\3\ 
As a result, several rules referenced within the 8000 and 9000 Series 
Rules contained in General 5 Discipline have been relocated under a new 
rule number. At this time, Nasdaq proposes to update certain internal 
cross-references within General 5, Discipline. Specifically, Nasdaq 
proposes to update internal cross-references within Rules 8120 
(Definitions), 9110 (Application), 9268 (Decision of Hearing Panel or 
Extended Hearing Panel), 9269 (Default Decisions), 9270 (Settlement 
Procedure), 9311 (Appeal by Any Party; Cross-Appeal), 9312 (Review 
Proceeding Initiated By the Nasdaq Review

[[Page 29500]]

Council), 9351 (Discretionary Review by Nasdaq Board), 9360 
(Effectiveness of Sanctions), 9524 (Nasdaq Review Council 
Consideration), 9552 (Failure to Provide Information or Keep 
Information Current), 9553 (Failure to Pay Nasdaq Dues, Fees and Other 
Charges), 9554 (Failure to Comply with an Arbitration Award or Related 
Settlement or an Order of Restitution or Settlement Providing for 
Restitution), 9555 (Failure to Meet the Eligibility or Qualification 
Standards or Prerequisites for Access to Services), 9556 (Failure to 
Comply with Temporary and Permanent Cease and Desist Orders), 9557 
(Procedures for Regulating Activities Under Rules 4110A and 4120A 
Regarding a Member Experiencing Financial or Operational Difficulties), 
9558 (Summary Proceedings for Actions Authorized by Section 6(d)(3) of 
the Act), 9559 (Hearing Procedures for Expedited Proceedings Under the 
Rule 9550 Series), and 9810 (Initiation of Proceeding).
---------------------------------------------------------------------------

    \3\ See Securities Exchange Act Release No. 87778 (December 17, 
2019), 84 FR 70590 (December 23, 2019) (SR-NASDAQ-2019-98).
---------------------------------------------------------------------------

    The Exchange proposes to update internal cross-references within 
these rules as follows:
     Rule 0120 to General 1(b);
     Rule 1160 to General 2, Section 11;
     Rule 2010A to General 9, Section 1(a);
     Rule 2140 to General 9, Section 1(h);
     Rule 2160 to General 2, Section 14;
     Rule 4110A to General 9, Section 40; and
     Rule 4120A to General 9, Section 41.
    The Exchange also proposes to replace references to General 5, 
Section 2 with the Rule 9600 Series within Nasdaq Rules 8211 (Automated 
Submission of Trading Data), 9120(r) (Definitions) and 9610 
(Application). These amendments correct references to General 5, 
Section 2, which were erroneously made as that reference does not exist 
in the Rulebook. The Exchange is reverting the text back to the 
original citations.
    The Exchange proposes other minor technical amendments to correct 
grammar and punctuation. These amendments are non-substantive.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\4\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\5\ in particular, in that it is designed to promote 
just and equitable principles of trade and to protect investors and the 
public interest by correcting internal cross-references to its current 
rules, which were relocated. These corrections to update rule 
references within the Nasdaq Disciplinary Rules will make the rules 
accurate and reflect the correct cross-referenced rules. These 
amendments are non-substantive.
---------------------------------------------------------------------------

    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition not necessary or appropriate in 
furtherance of the purposes of the Act. These corrections to update 
rule references within the Nasdaq Disciplinary Rules will make the 
rules accurate and reflect the correct cross-referenced rules. These 
amendments are non-substantive.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were either solicited or received.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, it has become 
effective pursuant to Section 19(b)(3)(A) of the Act \6\ and Rule 19b-
4(f)(6) thereunder.\7\
---------------------------------------------------------------------------

    \6\ 15 U.S.C. 78s(b)(3)(A).
    \7\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change, along 
with a brief description and text of the proposed rule change, at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
---------------------------------------------------------------------------

    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the 
Act \8\ normally does not become operative for 30 days after the date 
of its filing. However, Rule 19b-4(f)(6)(iii) \9\ permits the 
Commission to designate a shorter time if such action is consistent 
with the protection of investors and the public interest. The Exchange 
has asked the Commission to waive the 30-day operative delay so that 
the Exchange may immediately update the identified rule references 
within the Nasdaq disciplinary rules, which the Exchange states will 
make the rules accurate and reflect the correct cross-referenced rules. 
For this reason, and to avoid any investor confusion that may result 
from inaccurate references within Nasdaq's disciplinary rules, the 
Commission believes that waiver of the 30-day operative delay is 
consistent with the protection of investors and the public interest. 
Therefore, the Commission hereby waives the operative delay and 
designates the proposal as operative upon filing.\10\
---------------------------------------------------------------------------

    \8\ 17 CFR 240.19b-4(f)(6).
    \9\ 17 CFR 240.19b-4(f)(6)(iii).
    \10\ For purposes only of waiving the 30-day operative delay, 
the Commission also has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule 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:

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-NASDAQ-2020-022 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.

All submissions should refer to File Number SR-NASDAQ-2020-022. 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

[[Page 29501]]

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-NASDAQ-2020-022 and should 
be submitted on or before June 5, 2020.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
J. Matthew DeLesDernier,
Assistant Secretary.
     
---------------------------------------------------------------------------

    \11\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

[FR Doc. 2020-10393 Filed 5-14-20; 8:45 am]
BILLING CODE 8011-01-P


