[Federal Register Volume 81, Number 236 (Thursday, December 8, 2016)]
[Notices]
[Pages 88714-88716]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-29389]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79458; File No. SR-NYSE-2016-69]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change 
Amending Chapter Nine of the NYSE Listed Company Manual

December 2, 2016.
    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 November 23, 2016, New York Stock Exchange LLC (``NYSE'' or 
the ``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II, 
and

[[Page 88715]]

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 to amend Chapter Nine of the NYSE Listed 
Company Manual (the ``Manual'') to amend certain of its listing fee 
provisions. 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 Chapter Nine of the Manual to amend 
certain of its listing fee provisions. The amended fees will take 
effect in the 2017 calendar year. The following are the proposed fee 
increases:
     The fee per share charged in connection with the initial 
listing of a new class of equity securities will be increased from 
$0.0032 per share to $0.004 per share.
     The minimum initial listing fee in connection with a new 
class of equity securities will be increased from $125,000 to $150,000 
and the maximum fee will be increased from $250,000 to $295,000.
     A number of categories of securities are currently billed 
an annual fee of $0.001025 per share. This rate will be increased to 
$0.00105 per share.\4\
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    \4\ The affected securities are as follows: Primary class of 
common shares (including Equity Investment Tracking Stock); each 
additional class of common shares (including tracking stock); 
primary class of preferred stock (if no class of common shares is 
listed); each additional class of preferred stock (whether primary 
class is common stock or preferred stock); each class of warrants; 
structured products listed under Section 902.05; and short-term 
securities.
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     The minimum annual fee applicable to the primary class of 
common shares (including Equity Investment Tracking Stock) or the 
primary class of preferred stock (if no class of common shares is 
listed) will be increased from $52,500 to $59,500.
     The minimum annual fee applicable to structured products 
listed under Section 902.05 and short-term securities listed under 
Section 902.06 (except for warrants to purchase equity securities) will 
be increased from $15,000 to $20,000.
     The initial and annual listing fees for debt listed under 
Section 102.03 and 103.05 of NYSE equity issuers and affiliated 
companies will each be increased from $15,000 to $20,000.
     The initial and annual listing fees for debt listed under 
Section 102.03 and 103.05 of companies other than NYSE equity issuers 
and affiliated companies will each be increased from $15,000 to 
$40,000.\5\
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    \5\ Domestic debt of issuers not subject to registration under 
the Act is exempt from all listing fees.
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     The initial and annual listing fees for securities 
(including short-term securities) that list under the debt standard in 
Section 703.19 and trade on NYSE Bonds will each be increased from 
$15,000 to $20,000.
    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.
    The Exchange also proposes to remove a number of references 
throughout Chapter Nine to fees that are no longer applicable as they 
were superseded by new few [sic] rates specified in the rule text and 
to delete other obsolete rule text

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 and is not designed to permit unfair 
discrimination 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) of the Act, in particular in 
that it is designed to promote just and equitable principles of trade, 
to foster cooperation and coordination with persons engaged in 
regulating, clearing, settling, processing information with respect to, 
and facilitating transactions in securities, to remove impediments to 
and perfect the mechanism of a free and open market and a national 
market system, and, in general, to protect investors and the public 
interest.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(4).
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    The Exchange believes that it is reasonable to amend Chapter Nine 
of the Manual to increase the various listing fees as set forth above 
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 
the development and roll-out of a new interactive web-based platform 
designed to improve communication between the Exchange and listed 
companies and significant capital improvements to the Exchange's 
facility at 11 Wall Street to create state-of-the-art conference 
facilities to be used by 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. The Exchange believes it 
is consistent with Section 6(b)(5) of the Act to apply different fees 
to bonds of companies that do not have their equity securities listed 
on the NYSE than to companies with NYSE-listed equity securities and 
their affiliates, as there is a greater regulatory and administrative 
burden associated with listing bonds of companies with which the 
Exchange does not otherwise have a regulatory or listing relationship.

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

[[Page 88716]]

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) \8\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \9\ thereunder, because it establishes a due, fee, or other charge 
imposed by the Exchange.
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 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) \10\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \10\ 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-2016-69 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-2016-69. 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-2016-69, and should be 
submitted on or before December 29, 2016

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
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    \11\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2016-29389 Filed 12-7-16; 8:45 am]
 BILLING CODE 8011-01-P