[Federal Register Volume 86, Number 40 (Wednesday, March 3, 2021)]
[Notices]
[Pages 12501-12503]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-04308]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-91210; File No. SR-NYSEArca-2021-14]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change Regarding the 
Listing and Trading Rule for Shares of the Alger 25 ETF

February 25, 2021.
    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 February 22, 2021, NYSE Arca, Inc. (``NYSE Arca'' 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 self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to update certain representations regarding 
the Alger 25 ETF (the ``Fund''). The Securities and Exchange Commission 
(``Commission'') has approved listing and trading of shares of the Fund 
on the Exchange under NYSE Arca Rule 8.900-E (Managed Portfolio 
Shares).\4\ Shares of the Fund have not commenced listing and trading 
on the Exchange. The

[[Page 12502]]

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.
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    \4\ See note 5, infra.
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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 Commission has approved a proposed rule change relating to 
listing and trading on the Exchange of shares (``Shares'') of the Fund 
under NYSE Arca Rule 8.900-E,\5\ which governs the listing and trading 
of Managed Portfolio Shares on the Exchange.\6\ The Shares of the Fund 
were to be issued by The Alger ETF Trust (the ``Trust''), which is 
registered with the Commission as an open-end management investment 
company.\7\ Shares of the Fund have not commenced listing and trading 
on the Exchange.
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    \5\ See Securities Exchange Act Release No. 90528 (November 30, 
2020), 85 FR 78389 (December 4, 2020) (SR-NYSEArca-2020-80) (Order 
Approving a Proposed Rule Change, as Modified by Amendment No. 2, to 
List and Trade Shares of Alger Mid Cap 40 ETF and Alger 25 ETF under 
NYSE Arca Rule 8.900-E) (the ``Prior Order''); see also Amendment 
No. 2 to SR-NYSEArca-2020-80, available at https://www.sec.gov/comments/sr-nysearca-2020-80/srnysearca202080-7985015-225090.pdf 
(the ``Prior Filing'').
    \6\ NYSE Arca Rule 8.900-E provides that a Managed Portfolio 
Share is security that (a) represents an interest in an investment 
company registered under the Investment Company Act of 1940 
(``Investment Company'') organized as an open-end management 
investment company that invests in a portfolio of securities 
selected by the Investment Company's investment adviser consistent 
with the Investment Company's investment objectives and policies; 
(b) is issued in a Creation Unit, or multiples thereof, in return 
for a designated portfolio of instruments (and/or an amount of cash) 
with a value equal to the next determined net asset value and 
delivered to the Authorized Participant (as defined in the 
Investment Company's Form N-1A filed with the Commission) through a 
Confidential Account; (c) when aggregated into a Redemption Unit, or 
multiples thereof, may be redeemed for a designated portfolio of 
instruments (and/or an amount of cash) with a value equal to the 
next determined net asset value delivered to the Confidential 
Account for the benefit of the Authorized Participant; and (d) the 
portfolio holdings for which are disclosed within at least 60 days 
following the end of every fiscal quarter.
    \7\ The Trust is registered under the Investment Company Act of 
1940 (the ``1940 Act''). On August 17, 2020, the Trust filed a 
registration statement on Form N-1A under the Securities Act of 1933 
(the ``1933 Act'') and the 1940 Act for the Alger Mid Cap 40 ETF and 
the Alger 25 ETF (File No. 811-23603). On February 19, 2021, the 
Trust filed an amended registration statement on Form N-1A under the 
1933 Act and 1940 Act for the Alger Mid Cap 40 ETF and the Alger 35 
ETF (File Nos. 811-23603 and 333-248085) (the ``Registration 
Statement''). In response to the Trust's application for exemptive 
relief (File No. 812-15117), the Commission issued an order granting 
such relief to the Trust under the 1940 Act on May 19, 2020 
(Investment Company Act Release No. 33869). The description of the 
operation of the Trust and the Alger 35 ETF, formerly known as the 
Alger 25 ETF, herein is based, in part, on the Registration 
Statement. The Exchange will not commence trading in shares of the 
Alger 35 ETF until the Registration Statement is effective.
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    The Exchange proposes to update two representations made in the 
Prior Filing and the Prior Order relating to the Fund. The Exchange 
proposes to (1) update the name of the Fund to the Alger 35 ETF and (2) 
update the number of holdings that the Fund will generally own to 
approximately 35, rather than approximately 25 as represented in the 
Prior Filing. The Prior Filing represented that the Fund's primary 
objective is to seek long-term capital appreciation and that the Fund 
will primarily invest in equity securities of growth companies of any 
market capitalization listed on U.S. exchanges, including common or 
preferred stocks, and these representations are unchanged with respect 
to the Alger 35 ETF. The Alger 35 ETF will differ from the Fund only in 
that it will generally own approximately 35 holdings, instead of 
approximately 25 holdings.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the 
requirement under Section 6(b)(5) \8\ that an exchange have rules that 
are designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to remove 
impediments to, and perfect the mechanism of a free and open market 
and, in general, to protect investors and the public interest.
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    \8\ 15 U.S.C. 78f(b)(5).
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    This proposed rule change merely updates the name of the Fund and 
the approximate number of holdings that the Fund will own, in 
accordance with the Registration Statement. Other than this proposed 
change, all statements in the Prior Filing remain unchanged, including 
that the Alger 35 ETF will have the same investment objectives as the 
Fund and will invest in the same types of securities as the Fund. 
Accordingly, the Exchange believes that this proposed rule change 
raises no novel regulatory issues.

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 that is not necessary or appropriate 
in furtherance of the purpose of the Act. The proposed change does not 
introduce a new product, but rather proposes to update representations 
regarding the Fund that would not impose any burden on competition not 
necessary or appropriate in furtherance of the purposes of the Act.

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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \9\ and Rule 19b-4(f)(6) thereunder.\10\ 
Because the 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 prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.
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    \9\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \10\ 17 CFR 240.19b-4(f)(6).
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    A proposed rule change filed under Rule 19b-4(f)(6) \11\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\12\ the Commission 
may 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 proposal 
may become operative immediately upon filing to accommodate the listing 
and trading of the Shares of the Alger 35

[[Page 12503]]

ETF on the Exchange prior to 30 days after the date of the filing. The 
Shares of the Fund have not yet commenced listing and trading, and the 
proposed changes to the rule governing their listing and trading raise 
no novel or regulatory issues. For these reasons, the Commission 
believes that waiver of the operative delay is consistent with the 
protection of investors and the public interest, and the Commission 
hereby waives the 30-day operative delay and designates the proposed 
rule change to be operative upon filing.\13\
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    \11\ 17 CFR 240.19b-4(f)(6).
    \12\ 17 CFR 240.19b-4(f)(6)(iii).
    \13\ For purposes only of waiving the 30-day operative delay, 
the Commission has also considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of such 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.

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-NYSEArca-2021-14 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-NYSEArca-2021-14. 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-NYSEArca-2021-14 and should be submitted 
on or before March 24, 2021.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-04308 Filed 3-2-21; 8:45 am]
BILLING CODE 8011-01-P


