[Federal Register Volume 80, Number 199 (Thursday, October 15, 2015)]
[Notices]
[Pages 62145-62146]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-26153]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76110 ; File No. SR-NYSE-2015-44]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change 
Amending Sections 902.03, 902.04, 902.05 and 902.06 of the Listed 
Company Manual To Increase Certain of the Fees Set Forth Therein

October 8, 2015
    Pursuant to section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on September 25, 2015, New York Stock Exchange LLC 
(``NYSE'' or the ``Exchange'') filed with the Securities and Exchange 
Commission (the ``Commission'') the proposed rule change as described 
in Items I, II, and III 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 toamend[sic] sections 902.03, 902.04, 902.05 
and 902.06 of the Listed Company Manual (the ``Manual'') to increase 
certain of the fees set forth therein. The Exchange proposes to 
immediately reflect the proposed changes in the Manual, but not to 
implement the proposed fee changes until January 1, 2016. The text of 
the proposed rule change is available on the Exchange's Web site 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 sections 902.03, 902.04, 902.05 and 
902.06 of the Manual to increase certain of the fees set forth therein. 
The Exchange proposes to immediately reflect the proposed changes in 
the Manual, but not to implement the proposed fee changes until January 
1, 2016.\4\
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    \4\ The Exchange has proposed changes to the Manual, as 
reflected in Exhibit 5 attached hereto, in a manner that would 
permit readers of the Manual to identify the changes that would be 
implemented on January 1, 2016. The Commission notes that Exhibit 5 
is attached to the filing, not to this Notice.
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    Section 902.03 of the Manual currently provides, in part, for 
annual fees for listed equity securities. Currently, the annual fee for 
an issuer's primary class of common shares or, if no class of common 
shares is listed on the Exchange, the preferred stock of such issuer is 
the greater of $45,000 or $0.001 per share. The Exchange proposes to 
increase these thresholds to $52,500 and $0.001025, respectively. 
Currently, the annual fee for each additional class of common shares, 
each additional class of preferred stock and each class of warrants is 
calculated as the greater of a specified minimum fee or $0.001 per 
share. The Exchange proposes to leave the minimum fee for those three 
categories unchanged, but to increase the fee per share for each 
category to $0.001025 per share.
    Sections 902.04, 902.05 and 902.06 of the Manual set forth, in 
part, the annual fees for closed-end funds, structured products and 
short-term securities, respectively. In each case, the current annual 
fee for these securities is calculated as the greater of a specified 
minimum fee or $0.001 per share. The Exchange proposes to leave the 
minimum fee for those three categories of securities unchanged, but to 
increase the fee per share for each category to $0.001025 per share.\5\
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    \5\ With respect to closed-end funds, the increase to the fee 
per share will be applicable to both the primary listed security and 
each additional class of listed equity securities.
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    As described below, the Exchange proposes to make the 
aforementioned fee increases to better reflect the Exchange's costs 
related to listing equity securities and the corresponding value of 
such listing to issuers.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with section 6(b) of the Act,\6\ in general, and furthers the 
objectives of sections 6(b)(4) \7\ of the Act, in particular, in that 
it is designed to provide for the equitable allocation of reasonable 
dues, fees, and other charges among its members and issuers and other 
persons using its facilities. The Exchange also believes that the 
proposed rule change is consistent with section 6(b)(5) \8\ of the Act 
in that it is not designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(4).
    \8\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that it is reasonable to amend section 902.03 
of the Manual to increase the minimum annual fee for an issuer's 
primary class of common shares and primary class of

[[Page 62146]]

preferred stock, to the greater of $52,500 or $0.001025 per share and 
to increase the fee per share for each additional class of common 
shares, each additional class of preferred stock, each class of 
warrants, each class of listed securities of closed-end funds, 
structured products and short-term securities to $0.001025 per share 
because the resulting fees would better reflect the Exchange's costs 
related to such listing and the resulting value that that such listings 
provide to the issuers. In that regard, the Exchange notes that it has 
incurred increased expenses as it continues to improve and increase the 
services it provides to listed companies. These improvements include 
renovating and upgrading the Exchange building to provide meeting 
spaces for listed companies and a significant upgrade to the NYSE 
Connect online community accessible to all listed companies. The 
Exchange believes that the proposed fee increases are equitably 
allocated because the per share fee increase will be the same for all 
issuers on the Exchange. Therefore, the proposed fee increases will not 
be unfairly discriminatory towards any individual issuer. Further, the 
Exchange believes it is consistent with section 6(b)(5) of the Act to 
increase the minimum fee for the primary class of common shares and 
primary class of preferred stock but not the minimum fee for each 
additional class of such securities. The Exchange notes that the 
minimum fee for an additional class of common shares or preferred stock 
is already less than the fee for a primary class and that such fee 
differential has been approved under the Act. The Exchange has 
determined to leave the minimum fee for an additional class of common 
shares or preferred stock unchanged at this time as there are only a 
few listed companies with more than one class of common shares or 
preferred stock listed on the Exchange.

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 purposes of the Act. The proposed rule change is 
designed to ensure that the fees charged by the Exchange accurately 
reflect the services provided and benefits realized by listed 
companies. The market for listing services is extremely competitive. 
Each listing exchange has a different fee schedule that applies to 
issuers seeking to list securities on its exchange. Issuers have the 
option to list their securities on these alternative venues based on 
the fees charged and the value provided by each listing. Because 
issuers have a choice to list their securities on a different national 
securities exchange, the Exchange does not believe that the proposed 
fee changes impose a burden on competition.

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 foregoing rule change is effective upon filing pursuant to 
section 19(b)(3)(A) \9\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \10\ thereunder, because it establishes a due, fee, or other charge 
imposed by the Exchange.
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    \9\ 15 U.S.C. 78s(b)(3)(A).
    \10\ 17 CFR 240.19b-4(f)(2).
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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. If the Commission 
takes such action, the Commission shall institute proceedings under 
section 19(b)(2)(B) \11\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \11\ 15 U.S.C. 78s(b)(2)(B).
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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 [email protected]. Please include 
File Number SR-NYSE-2015-44 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSE-2015-44. 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 Web site (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 Web site 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 such filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSE-2015-44 and should be 
submitted on or before November 5, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-26153 Filed 10-14-15; 8:45 am]
 BILLING CODE 8011-01-P