[Federal Register Volume 89, Number 164 (Friday, August 23, 2024)]
[Notices]
[Page 68227]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-18920]


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

SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-098, OMB Control No. 3235-0081]


Proposed Collection; Comment Request; Extension: Rule 12d2-1

Upon Written Request, Copies Available From: Securities and Exchange 
Commission, Office of FOIA Services, 100 F Street NE, Washington, DC 
20549-2736

    Notice is hereby given that pursuant to the Paperwork Reduction Act 
of 1995 (``PRA'') (44 U.S.C. 3501 et seq.), the Securities and Exchange 
Commission (``Commission'') is soliciting comments on the existing 
collection of information provided for in Rule 12d2-1(17 CFR 240.12d2-
1) under the Securities Exchange Act of 1934 (15 U.S.C. 78b et seq.) 
(``Act''). The Commission plans to submit this existing collection of 
information to the Office of Management and Budget (``OMB'') for 
extension and approval.
    On February 12, 1935, the Commission adopted Rule 12d2-1 \1\ ('' 
Suspension of Trading'') to establish the procedures by which a 
national securities exchange may suspend from trading a security that 
is listed and registered on the exchange under Section 12(d) of the 
Act.\2\ Under Rule 12d2-1, an exchange is permitted to suspend from 
trading a listed security in accordance with its rules, and must 
promptly notify the Commission of any such suspension, along with the 
effective date and the reasons for the suspension.
---------------------------------------------------------------------------

    \1\ See Securities Exchange Act Release No. 98 (February 12, 
1935).
    \2\ See Securities Exchange Act Release No. 7011 (February 5, 
1963), 28 FR 1506 (February 16, 1963).
---------------------------------------------------------------------------

    Any such suspension may be continued until such time as the 
Commission may determine that the suspension is designed to evade the 
provisions of Section 12(d) of the Act and Rule 12d2-2 thereunder.\3\ 
During the continuance of such suspension under Rule 12d2-1, the 
exchange is required to notify the Commission promptly of any change in 
the reasons for the suspension. Upon the restoration to trading of any 
security suspended under Rule 12d2-1, the exchange must notify the 
Commission promptly of the effective date of such restoration.
---------------------------------------------------------------------------

    \3\ Rule 12d2-2 prescribes the circumstances under which a 
security may be delisted from an exchange and withdrawn from 
registration under Section 12(b) of the Act and provides the 
procedures for taking such action.
---------------------------------------------------------------------------

    The trading suspension notices serve a number of purposes. First, 
they inform the Commission that an exchange has suspended from trading 
a listed security or reintroduced trading in a previously suspended 
security. They also provide the Commission with information necessary 
for it to determine that the suspension has been accomplished in 
accordance with the rules of the exchange, and to verify that the 
exchange has not evaded the requirements of Section 12(d) of the Act 
and Rule 12d2-2 thereunder by improperly employing a trading 
suspension. Without Rule 12d2-1, the Commission would be unable to 
fully implement these statutory responsibilities.
    There are 24 national securities exchanges \4\ that are subject to 
Rule 12d2-1. The burden of complying with Rule 12d2-1 is not evenly 
distributed among the exchanges, however, since there are many more 
securities listed on the New York Stock Exchange, Inc., the NASDAQ 
Stock Market, and NYSE American LLC than on the other exchanges.\5\ 
There are approximately 658 responses \6\ under Rule 12d2-1 for the 
purpose of suspension of trading from the national securities exchanges 
each year, and the resultant aggregate annual reporting hour burden 
would be, assuming on average one-half reporting hour per response, 329 
annual burden hours for all exchanges. The related internal compliance 
costs associated with these burden hours are $79,618 per year.
---------------------------------------------------------------------------

    \4\ The Exchanges are BOX Exchange LLC, Cboe BYX Exchange, Inc., 
Cboe BZX Exchange, Inc., Cboe C2 Exchange, Inc., Cboe EDGA Exchange, 
Inc., Cboe EDGX Exchange, Inc., Cboe Exchange, Inc., Investors 
Exchange LLC, Long Term Stock Exchange, Inc., MEMX, LLC, Miami 
International Securities Exchange, MIAX Emerald, LLC, MIAX PEARL, 
LLC, Nasdaq BX, Inc., Nasdaq GEMX, LLC, Nasdaq ISE, LLC, Nasdaq MRX, 
LLC, Nasdaq PHLX LLC, The Nasdaq Stock Market, New York Stock 
Exchange LLC, NYSE Arca, Inc., NYSE Chicago, Inc., NYSE American 
LLC, NYSE National, Inc.
    \5\ In fact, some exchanges do not file any trading suspension 
reports in a given year.
    \6\ The 658 figure was calculated by averaging the numbers for 
compliance in 2021, 2022 and 2023, which are 538, 622 and 814, 
respectively.
---------------------------------------------------------------------------

    Written comments are invited on: (a) whether the proposed 
collection of information is necessary for the proper performance of 
the functions of the Commission, including whether the information 
shall have practical utility; (b) the accuracy of the Commission's 
estimates of the burden of the proposed collection of information; (c) 
ways to enhance the quality, utility, and clarity of the information 
collected; and (d) ways to minimize the burden of the collection of 
information on respondents, including through the use of automated 
collection techniques or other forms of information technology. 
Consideration will be given to comments and suggestions submitted by 
October 22, 2024.
    An agency may not conduct or sponsor, and a person is not required 
to respond to, a collection of information under the PRA unless it 
displays a currently valid OMB control number.
    Please direct your written comments to: Austin Gerig, Director/
Chief Data Officer, Securities and Exchange Commission, c/o Oluwaseun 
Ajayi, 100 F Street NE, Washington, DC 20549, or send an email to: 
[email protected].

    Dated: August 19, 2024.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2024-18920 Filed 8-22-24; 8:45 am]
BILLING CODE 8011-01-P