[Federal Register Volume 79, Number 209 (Wednesday, October 29, 2014)]
[Notices]
[Page 64431]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-25674]



[[Page 64431]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-73418; File No. SR-NASDAQ-2014-038]


Self-Regulatory Organizations; The NASDAQ Stock Market LLC; 
Notice of Designation of a Longer Period for Commission Action on 
Proceedings To Determine Whether To Approve or Disapprove a Proposed 
Rule Change, as Modified by Amendment Nos. 1 and 2 Thereto, Relating to 
Listing and Trading of Shares of the NASDAQ-100 DIVS Index ETF Under 
Rule 5705

October 23, 2014.
    On April 10, 2014, The NASDAQ Stock Market LLC (``Exchange'') filed 
with the Securities and Exchange Commission (``Commission''), pursuant 
to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') 
\1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to list and 
trade shares (``Shares'') of the Reality Shares NASDAQ-100 DIVS Index 
ETF (``Fund'') (formerly, Reality Shares NASDAQ-100 Isolated Dividend 
Growth Index ETF) under NASDAQ Rule 5705. The proposed rule change was 
published for comment in the Federal Register on April 30, 2014.\3\ On 
May 6, 2014, the Exchange filed Amendment No. 1 to the proposed rule 
change, which amended and replaced the proposed rule change in its 
entirety.\4\ On June 4, 2014, the Exchange filed Amendment No. 2 to the 
proposed rule change.\5\ On June 13, 2014, pursuant to Section 19(b)(2) 
of the Act,\6\ the Commission designated a longer period within which 
to approve the proposed rule change, disapprove the proposed rule 
change, or institute proceedings to determine whether to disapprove the 
proposed rule change.\7\ On July 29, 2014, the Commission instituted 
proceedings under Section 19(b)(2)(B) of the Act \8\ to determine 
whether to approve or disapprove the proposed rule change.\9\ In 
response to the Order Instituting Proceedings, the Commission received 
one comment letter on the proposal.\10\
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 72014 (Apr. 24, 
2014), 79 FR 24465 (``Notice'').
    \4\ In Amendment No. 1, the Exchange confirmed the hours of the 
three trading sessions on the Exchange, clarified the valuation of 
investments for purposes of calculating net asset value, clarified 
what information would be available on the Fund's Web site, and 
provided additional information relating to surveillance with 
respect to certain assets held by the Fund. Amendment No. 1 provided 
clarification to the proposed rule change, and because it does not 
materially affect the substance of the proposed rule change or raise 
novel or unique regulatory issues, Amendment No. 1 is not subject to 
notice and comment.
    \5\ The Exchange filed Amendment No. 2 to the proposal to 
reflect a name change to the Fund and the underlying index. 
Specifically, the Exchange replaced each reference to ``Reality 
Shares NASDAQ-100 Isolated Dividend Growth ETF'' in the proposal 
with ``Reality Shares NASDAQ-100 DIVS Index ETF'' and replaced each 
reference to ``Reality Shares NASDAQ-100 Isolated Dividend Growth 
Index'' in the proposal with ``Reality Shares NASDAQ-100 DIVS 
Index.'' Amendment No. 2 is a technical amendment and is not subject 
to notice and comment as it does not materially affect the substance 
of the filing.
    \6\ 15 U.S.C. 78s(b)(2).
    \7\ See Securities Exchange Act Release No. 72384, 79 FR 35205 
(Jun. 19, 2014). The Commission designated a longer period within 
which to take action on the proposed rule change and designated July 
29, 2014, as the date by which it should approve, disapprove, or 
institute proceedings to determine whether to disapprove the 
proposed rule change.
    \8\ 15 U.S.C. 78s(b)(2)(B).
    \9\ See Securities Exchange Act Release No. 72715, 79 FR 45556 
(Aug. 5, 2014) (``Order Instituting Proceedings''). Specifically, 
the Commission instituted proceedings to allow for additional 
analysis of the proposed rule change's consistency with Section 
6(b)(5) of the Act, which requires, among other things, that the 
rules of a national securities exchange be ``designed to prevent 
fraudulent and manipulative acts and practices, to promote just and 
equitable principles of trade,'' and ``to protect investors and the 
public interest.'' See id.
    \10\ See Letter from Eric Ervin, President, Reality Shares ETF 
Trust and Reality Shares Advisors, LLC, and President and CEO, 
Reality Shares, Inc., to Kevin M. O'Neill, Deputy Secretary, 
Commission, dated August 22, 2014.
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    Section 19(b)(2) of the Act \11\ provides that, after initiating 
disapproval proceedings, the Commission shall issue an order approving 
or disapproving the proposed rule change not later than 180 days after 
the date of publication of notice of filing of the proposed rule 
change. The Commission may, however, extend the period for issuing an 
order approving or disapproving the proposed rule change by not more 
than 60 days if the Commission determines that a longer period is 
appropriate and publishes the reasons for that determination. The 
proposed rule change was published for notice and comment in the 
Federal Register on April 30, 2014.\12\ The 180th day after publication 
of the notice of the filing of the proposed rule change in the Federal 
Register is October 27, 2014, and the 240th day after publication of 
the notice of the filing of the proposed rule change in the Federal 
Register is December 26, 2014.
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    \11\ 15 U.S.C. 78s(b)(2).
    \12\ See supra note 3.
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    The Commission finds it appropriate to designate a longer period 
within which to issue an order approving or disapproving the proposed 
rule change so that it has sufficient time to consider the proposed 
rule change, including the matters raised in the comment letter to the 
proposed rule change.
    Accordingly, the Commission, pursuant to Section 19(b)(2) of the 
Act,\13\ designates December 26, 2014 as the date by which the 
Commission shall either approve or disapprove the proposed rule change 
(File No. SR-NASDAQ-2014-038).
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    \13\ 15 U.S.C. 78s(b)(2).

    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)(57).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-25674 Filed 10-28-14; 8:45 am]
BILLING CODE 8011-01-P