[Federal Register Volume 79, Number 32 (Tuesday, February 18, 2014)]
[Notices]
[Pages 9298-9302]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-03383]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-71521; File No. SR-NASDAQ-2013-155]
Self-Regulatory Organizations; The NASDAQ Stock Market LLC;
Notice of Filing of Amendment Nos. 1 and 2 and Order Granting
Accelerated Approval of Proposed Rule Change, as Modified by Amendment
Nos. 1 and 2, To List and Trade Shares of the AdvisorShares YieldPro
ETF of AdvisorShares Trust
February 11, 2014.
I. Introduction
On December 13, 2013, The NASDAQ Stock Market LLC (``Nasdaq'' or
the ``Exchange'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act'' or ``Exchange Act'') \1\ and Rule 19b-4
thereunder,\2\ a proposed rule change to list and trade the shares
(``Shares'') of the AdvisorShares YieldPro ETF (the ``Fund'') under
Nasdaq Rule 5735. The proposed rule change was published for comment in
the Federal Register on January 2, 2014.\3\ The Commission received no
comments on the proposal. On January 3, 2014, Nasdaq filed Amendment
No. 1 to the proposal.\4\ On January 31, 2014, Nasdaq filed Amendment
No. 2 to the proposal.\5\ The Commission is publishing this notice to
solicit comments on Amendment Nos. 1 and 2 from interested persons and
is approving the proposed rule change, as modified by Amendment Nos. 1
and 2, on an accelerated basis.
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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. 71193 (Dec. 26,
2013), 79 FR 0173 (Jan. 2, 2014) (``Notice'').
\4\ In Amendment No. 1, Nasdaq amended the proposed rule change
to clarify that certain requirements, discussed in note 7 and
accompanying text, infra, are applicable to the Sub-Adviser as well
as the Adviser, and to clarify through the deletion of certain text
that the Fund does not intend to invest in non-listed American
Depositary Receipts (``ADRs''), swaps, or over-the-counter equity
securities.
\5\ In Amendment No. 2, Nasdaq amended the proposed rule change
to remove inapplicable information regarding general limitations on
investments in shares of investment companies.
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II. Description of the Proposed Rule Change
The Exchange proposes to list and trade Shares of the Fund under
Nasdaq Rule 5735, which governs the listing and trading of Managed Fund
Shares on the Exchange. The Shares will be offered by AdviserShares
Trust (``Trust''). The Trust is registered with the Commission as an
investment company.\6\ The Fund is a series of the Trust.
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\6\ The Trust has filed a registration statement on Form N-1A
(``Registration Statement'') with the Commission. See Registration
Statement on Form N-1A for the Trust, dated August 7, 2013 (File
Nos. 333-157876 and 811-22110). In addition, the Commission has
issued an order granting certain exemptive relief to the Trust under
the Investment Company Act of 1940 (``1940 Act''). See Investment
Company Act Release No. 28822 (July 20, 2009) (File No. 812-13677).
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AdvisorShares Investments, LLC will be the investment adviser
(``Adviser'') to the Fund. The Elements Financial Group, LLC will be
the investment sub-adviser (``Sub-Adviser'') to the Fund. Foreside Fund
Services, LLC (``Distributor'') will be the principal underwriter and
distributor of the Fund's Shares. The Bank of New York Mellon will act
as the administrator, accounting agent, custodian and transfer agent to
the Fund.
The Exchange represents that the Adviser and Sub-Adviser are
neither a broker-dealer nor affiliated with a broker-dealer.\7\ The
Exchange also represents that the Shares will be subject to Nasdaq Rule
5735, which sets forth the initial and continued listing criteria
applicable to Managed Fund Shares \8\ and that for initial and
continued listing, the Fund must be in compliance with Rule 10A-3 under
the Act.\9\ The Exchange has made the following additional
representations and statements in describing the Fund and its
investment strategy, including portfolio holdings and investment
restrictions.
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\7\ See Notice supra note 3, 79 FR at 0174, and Amendment No. 1,
supra note 4. The Exchange states in the event (a) the Adviser or
Sub-Adviser becomes, or becomes newly affiliated with a broker-
dealer, or registers as a broker-dealer, or (b) any new adviser or
sub-adviser is a registered broker-dealer or becomes affiliated with
a broker-dealer, it will implement a fire wall with respect to its
relevant personnel and/or such broker-dealer affiliate, if
applicable, regarding access to information concerning the
composition and changes to the portfolio and will be subject to
procedures designed to prevent the use and dissemination of material
non-public information regarding such portfolio. See id.
\8\ See Notice supra note 3 at 0177.
\9\ See 17 CFR 240.10A-3. See also Notice, supra note 3 at 0177.
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Principal Investments
According to the Exchange, the Fund's investment objective will be
to provide current income and capital appreciation. The Fund will be an
actively managed exchange traded fund (``ETF'') that is a ``fund of
funds'' seeking to achieve its investment objective by primarily
investing in both long and short positions in other
[[Page 9299]]
affiliated and unaffiliated ETFs \10\ that offer diversified exposure
to fixed income and other income producing securities. The Fund's
investments may, at various times, include bonds and instruments issued
by the U.S. government,\11\ U.S. investment grade corporate debt, high
yield bonds, municipal bonds, and mortgage-backed securities. The Fund
will not invest in residential-mortgage backed securities or other
asset-backed securities. The Fund may also invest in equity, inverse or
other types of ETFs to supplement its fixed income ETF positions. The
Fund intends to invest the majority of its assets in investments that
provide a competitive yield on a risk-adjusted basis. The Fund will
also allocate its investments to instruments which provide little or no
yield for diversification or risk management purposes.
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\10\ As described in the Registration Statement, an ETF is an
investment company registered under the 1940 Act that holds a
portfolio of securities. Many ETFs are designed to track the
performance of a securities index, including industry, sector,
country and region indexes. ETFs included in the Fund will be listed
and traded in the U.S. on registered exchanges. The Fund may invest
in the securities of ETFs in excess of the limits imposed under the
1940 Act pursuant to exemptive orders obtained by other ETFs and
their sponsors from the Commission. The ETFs in which the Fund may
invest include Index Fund Shares (as described in Nasdaq Rule 5705),
Portfolio Depositary Receipts (as described in Nasdaq Rule 5705),
and Managed Fund Shares (as described in Nasdaq Rule 5735). While
the Fund may invest in inverse ETFs, the Fund will not invest in
leveraged or inverse leveraged (e.g., 2X or -3X) ETFs.
\11\ Such securities will include securities that are issued or
guaranteed by the U.S. Treasury, by various agencies of the U.S.
government, or by various instrumentalities, which have been
established or sponsored by the U.S. government. U.S. Treasury
obligations are backed by the ``full faith and credit'' of the U.S.
government. Securities issued or guaranteed by federal agencies and
U.S. government-sponsored instrumentalities may or may not be backed
by the full faith and credit of the U.S. government.
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In seeking to achieve its investment objective, the Fund may also
invest directly in U.S.-traded fixed income and equity securities,
certain derivatives described below, namely options, futures, and
structured notes; and other exchange-traded products (``ETPs'').
The Fund may trade put and call options on securities, securities
indices and currencies. The Fund may purchase put and call options on
securities to protect against a decline in the market value of the
securities in its portfolio or to anticipate an increase in the market
value of securities that the Fund may seek to purchase in the future.
The Fund may write covered call options on securities as a means of
increasing the yield on its assets and as a means of providing limited
protection against decreases in its market value. The Fund may purchase
and write options on an exchange or over-the-counter.
The Fund may buy and sell futures contracts. The Fund will only
enter into futures contracts that are traded on a national futures
exchange regulated by the Commodities Futures Trading Commission
(``CFTC'').\12\ The Fund may use futures contracts and related options
for bona fide hedging; attempting to offset changes in the value of
securities held or expected to be acquired or be disposed of;
attempting to gain exposure to a particular market, index or
instrument; or other risk management purposes. The Fund may buy and
sell index futures contracts with respect to any index that is traded
on a recognized exchange or board of trade.
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\12\ To the extent the Fund invests in futures, options on
futures or other instruments subject to regulation by the CFTC, it
will do so in reliance on and in compliance with CFTC regulations in
effect from time to time and in accordance with the Fund's policies.
The Trust, on behalf of certain of its series, has filed a notice of
eligibility for exclusion from the definition of the term
``commodity pool operator'' in accordance with CFTC Regulation 4.5.
Therefore, neither the Trust nor the Fund is deemed to be a
``commodity pool'' or ``commodity pool operator'' with respect to
the Fund under the Commodity Exchange Act (``CEA''), and they are
not subject to registration or regulation as such under the CEA. In
addition, as of the date of this filing, the Adviser is not deemed
to be a ``commodity pool operator'' or ``commodity trading adviser''
with respect to the advisory services it provides to the Fund. The
CFTC recently adopted amendments to CFTC Regulation 4.5 and has
proposed additional regulatory requirements that may affect the
extent to which the Fund invests in instruments that are subject to
regulation by the CFTC and impose additional regulatory obligations
on the Fund and the Adviser. The Fund reserves the right to engage
in transactions involving futures and options thereon to the extent
allowed by CFTC regulations in effect from time to time and in
accordance with the Fund's policies.
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The Fund may invest in structured notes, which are debt obligations
that also contain an embedded derivative component with characteristics
that adjust the obligation's risk/return profile. Generally, the
performance of a structured note will track that of the underlying debt
obligation and the derivative embedded within it. The Fund has the
right to receive periodic interest payments from the issuer of the
structured notes at an agreed-upon interest rate and a return of the
principal at the maturity date.
On a day-to-day basis, the Fund may hold money market
instruments,\13\ cash, other cash equivalents, and ETPs that invest in
these and other highly liquid instruments to collateralize its
derivative or short positions.
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\13\ For the Fund's purposes, money market instruments will
include: Short-term, high-quality securities issued or guaranteed by
U.S. governments, agencies and instrumentalities; non-convertible
corporate debt securities with remaining maturities of not more than
397 days that satisfy ratings requirements under Rule 2a-7 of the
1940 Act; money market mutual funds; and deposits and other
obligations of U.S. and non-U.S. banks and financial institutions.
As a related matter, according to the Registration Statement, the
Fund may invest in shares of money market mutual funds to the extent
permitted by the 1940 Act.
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Other Investments
The Fund may invest in certificates of deposit issued against funds
deposited in a bank or savings and loan association. In addition, the
Fund may invest in bankers' acceptances, which are short-term credit
instruments used to finance commercial transactions.
The Fund also may invest in fixed time deposits, which are bank
obligations payable at a stated maturity date and bearing interest at a
fixed rate. Additionally, the Fund may invest in commercial paper,
which are short-term unsecured promissory notes. The Fund may invest in
commercial paper rated A-1 or A-2 by Standard and Poor's Rating
Services or Prime-1 or Prime-2 by Moody's Investors Service, Inc. or,
if unrated, judged by the Adviser to be of comparable quality.
Together, these Other Investments will make up less than 20% of the
Fund assets under normal circumstances.
Investment Restrictions
The Fund may not invest more than 25% of the value of its total
assets in securities of issuers in any one industry or group of
industries. This restriction will not apply to obligations issued or
guaranteed by the U.S. government, its agencies or instrumentalities,
or securities of other investment companies.
The Fund will not purchase securities of open-end or closed-end
investment companies except in compliance with the 1940 Act.
The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid assets (calculated at the time of investment). The
Fund will monitor its portfolio liquidity on an ongoing basis to
determine whether, in light of current circumstances, an adequate level
of liquidity is being maintained, and will consider taking appropriate
steps in order to maintain adequate liquidity if, through a change in
values, net assets, or other circumstances, more than 15% of the Fund's
net assets are held in illiquid assets. Illiquid assets include
securities subject to contractual or other restrictions on resale and
other instruments that lack readily available markets as determined in
accordance with Commission staff guidance.
Additional information regarding the Trust, Fund, and Shares,
including
[[Page 9300]]
investment strategies, risks, creation and redemption procedures, fees,
portfolio holdings, disclosure policies, distributions and taxes,
calculation of net asset value per share (``NAV''), availability of
information, trading rules and halts, and surveillance procedures,
among other things, can be found in the Notice or the Registration
Statement, as applicable.\14\
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\14\ See Notice and Registration Statement, supra notes 3 and 6,
respectively.
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III. Discussion and Commission Findings
After careful review, the Commission finds that the proposed rule
change, as modified by Amendment Nos. 1 and 2, is consistent with the
requirements of Section 6 of the Act \15\ and the rules and regulations
thereunder applicable to a national securities exchange.\16\ In
particular, the Commission finds that the proposed rule change is
consistent with the requirements of Section 6(b)(5) of the Act,\17\
which requires, among other things, that the Exchange's rules be
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in 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. The Commission notes that
the Fund and the Shares must comply with the requirements of Nasdaq
Rule 5735 to be listed and traded on the Exchange.
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\15\ 15 U.S.C. 78(f).
\16\ In approving this proposed rule change, the Commission
notes that it has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
\17\ 15 U.S.C. 78f(b)(5).
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The Commission finds that the proposal to list and trade the Shares
on the Exchange is consistent with Section 11A(a)(1)(C)(iii) of the
Act,\18\ which sets forth Congress' finding that it is in the public
interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers, and investors of information with respect to
quotations for, and transactions in, securities. Quotation and last-
sale information for the Shares will be available via Nasdaq
proprietary quote and trade services, as well as in accordance with the
Unlisted Trading Privileges and the Consolidated Tape Association plans
for the Shares and any underlying exchange-traded products.\19\ In
addition, the Intraday Indicative Value (as defined in Nasdaq Rule
5735(c)(3)) will be based upon the current value of the components of
the Disclosed Portfolio (as defined in Nasdaq Rule 5735(c)(2)), will be
available on the NASDAQ OMX Information LLC proprietary index data
service,\20\ and will be updated and widely disseminated and broadly
displayed at least every 15 seconds during the Regular Market
Session.\21\ On each business day, before commencement of trading in
Shares in the Regular Market Session on the Exchange, the Fund will
disclose on its Web site the Disclosed Portfolio, which will form the
basis for the Fund's calculation of NAV at the end of the business
day.\22\ The NAV of the Fund will be determined once each business day,
normally as of the close of trading on the New York Stock Exchange
(normally 4:00 p.m. Eastern time).\23\ Information regarding market
price and volume of the Shares will be continually available on a real-
time basis throughout the day on brokers' computer screens and other
electronic services.\24\ Information regarding the previous day's
closing price and trading volume information for the Shares will be
published daily in the financial section of newspapers.\25\ Intra-day,
executable price quotations for the securities and other assets held by
the Fund will be available from major broker-dealer firms or on the
exchange on which they are traded, as applicable.\26\ Intra-day price
information will also be available through subscription services, such
as Bloomberg, Markit, and Thomson Reuters, which can be accessed by
authorized participants and other investors.\27\ The Fund's Web site
will include a form of the prospectus for the Fund and additional data
relating to NAV and other applicable quantitative information.\28\
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\18\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
\19\ See Notice, supra note 3, 79 FR at 0177.
\20\ According to the Exchange, the NASDAQ OMX Global Index Data
Service is the NASDAQ OMX global index data feed service, offering
real-time updates, daily summary messages, and access to widely
followed indexes and Intraday Indicative Values for exchange-traded
funds. See id.
\21\ See id.
\22\ The Web site information will be publicly available at no
charge. See id.
\23\ See id. at 0175.
\24\ See id. at 0177.
\25\ See id.
\26\ See id.
\27\ See id.
\28\ See id. at 0179.
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The Commission further believes that the proposal to list and trade
the Shares is reasonably designed to promote fair disclosure of
information that may be necessary to price the Shares appropriately and
to prevent trading when a reasonable degree of transparency cannot be
assured. The Commission notes that the Exchange will obtain a
representation from the issuer of the Shares that the NAV will be
calculated daily and that the NAV and the Disclosed Portfolio will be
made available to all market participants at the same time.\29\
Further, trading in the Shares will be subject to Nasdaq 5735(d)(2)(D),
which sets forth circumstances under which trading in the Shares may be
halted.\30\ The Exchange may halt trading in the Shares if trading is
not occurring in the securities or the financial instruments
constituting the Disclosed Portfolio or if other unusual conditions or
circumstances detrimental to the maintenance of a fair and orderly
market are present.\31\ Further, the Commission notes that the
Reporting Authority that provides the Disclosed Portfolio must
implement and maintain, or be subject to, procedures designed to
prevent the use and dissemination of material, non-public information
regarding the actual components of the portfolio.\32\ The Exchange
states that it has a general policy prohibiting the distribution of
material, non-public information by its employees.\33\ The Exchange
also states that neither the Adviser nor Sub-Adviser is a broker-dealer
and that in the event (a) the Adviser or Sub-Adviser becomes, or
becomes newly affiliated with a broker-dealer or registers as a broker-
dealer, or (b) any new adviser or sub-adviser is a registered broker-
dealer or becomes affiliated with a broker-dealer, it will implement a
fire wall with respect to its relevant personnel and/or such broker-
dealer affiliate regarding access to information concerning the
composition of or changes to the portfolio and will be subject to
procedures designed to prevent the use and dissemination of material,
non-public information regarding the portfolio.\34\
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\29\ See id. at 0177.
\30\ See id. at 0177.
\31\ See id. See also 5735(d)(2)(C) (providing additional
considerations for the suspension of trading in or removal from
listing of Managed Fund Shares on the Exchange). With respect to
trading halts, the Exchange may consider all relevant factors in
exercising its discretion to halt or suspend trading in the Shares
of the Fund. Nasdaq will halt or pause trading in the Shares under
the conditions specified in Nasdaq Rules 4120 and 4121, including
the trading pauses under Nasdaq Rules 4120(a)(11) and (12). Trading
also may be halted because of market conditions or for reasons that,
in the view of the Exchange, make trading in the Shares inadvisable.
See Notice, supra note 3, 79 FR at 0177.
\32\ See Nasdaq Rule 5735(d)(2)(B)(ii).
\33\ See Notice, supra note 3, 79 FR at 0178.
\34\ See supra note 7 and accompanying text.
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[[Page 9301]]
In support of this proposal, the Exchange has made representations,
including:
(1) The Exchange deems the Shares to be equity securities, thus
rendering trading in the Shares subject to the Exchange's existing
rules governing the trading of equity securities.
(2) The Shares will be subject to Rule 5735, which sets forth the
initial and continued listing criteria applicable to Managed Fund
Shares.
(3) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.
(4) Prior to the commencement of trading, the Exchange will inform
its members in an Information Circular of the special characteristics
and risks associated with trading the Shares. Specifically, the
Information Circular will discuss the following: (a) The procedures for
purchases and redemptions of Shares in Creation Units (and that Shares
are not individually redeemable); (b) Nasdaq Rule 2111A, which imposes
suitability obligations on Nasdaq members with respect to recommending
transactions in the Shares to customers; (c) how information regarding
the Intraday Indicative Value is disseminated; (d) the risks involved
in trading the Shares during the Pre-Market and Post-Market Sessions
when an updated Intraday Indicative Value will not be calculated or
publicly disseminated; (e) the requirement that members deliver a
prospectus to investors purchasing newly issued Shares prior to or
concurrently with the confirmation of a transaction; and (f) trading
information.
(5) Trading in the Shares will be subject to the existing trading
surveillances, administered by both Nasdaq and the Financial Industry
Regulatory Authority (``FINRA'') on behalf of the Exchange, which are
designed to detect violations of Exchange rules and applicable federal
securities laws, and these procedures are adequate to properly monitor
Exchange trading of the Shares in all trading sessions and to deter and
detect violations of Exchange rules and applicable federal securities
laws.
(6) FINRA, on behalf of the Exchange, will communicate as needed
regarding trading in the Shares and other exchange-traded securities
and instruments held by the Fund with other markets and other entities
that are members of the Intermarket Surveillance Group (``ISG'') \35\
and FINRA may obtain trading information regarding trading in the
Shares and exchange-traded securities and instruments held by the Fund
from such markets and other entities. In addition, the Exchange may
obtain information regarding trading in the Shares and exchange-traded
securities and instruments held by the Fund from markets and other
entities that are members of ISG, which includes securities and futures
exchanges, or with which the Exchange has in place a comprehensive
surveillance sharing agreement. Such securities and instruments will
compose at least 90% of the Fund's assets at all times.
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\35\ For a list of the current members of ISG, see
www.isgportal.org. The Exchange notes that not all components of the
Disclosed Portfolio may trade on markets that are members of ISG or
with which the Exchange has in place a comprehensive surveillance
sharing agreement.
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(7) For initial and continued listing, the Fund must be in
compliance with Rule 10A-3 under the Exchange Act.\36\
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\36\ 17 CFR 240.10A-3.
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(8) A minimum of 100,000 Shares will be outstanding at the
commencement of trading on the Exchange.
(9) The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid assets (calculated at the time of investment); will
monitor its portfolio liquidity on an ongoing basis to determine
whether, in light of current circumstances, an adequate level of
liquidity is being maintained; and will consider taking appropriate
steps in order to maintain adequate liquidity if, through a change in
values, net assets, or other circumstances, more than 15% of the Fund's
net assets are held in illiquid assets.
(10) The Fund will not invest in swaps.
(11) The Fund will not invest in leveraged or inverse leveraged
ETFs.
(12) The Fund's investments will be consistent with the Fund's
investment objective.
This approval order is based on all of the Exchange's representations
and description of the Fund, including those set forth above and in the
Notice.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning whether Amendment Nos. 1 and 2 are 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-NASDAQ-2013-155 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NASDAQ-2013-155. 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-NASDAQ-2013-155, and should
be submitted on or before March 11, 2014.
V. Accelerated Approval of Proposed Rule Change, as Modified by
Amendment Nos. 1 and 2
The Commission finds good cause to approve the proposed rule
change, as modified by Amendment Nos. 1 and 2, prior to the thirtieth
day after the date of publication of notice in the Federal Register.
The proposed Amendments state that certain responsibilities are
applicable to the Sub-Adviser as well as the Adviser, and clarify that
the fund will not invest in ADRs, swaps, or over-the-counter equity
securities, and remove references to general limitations on investments
in registered investment companies that are inapplicable to the Fund.
The Amendments supplement the proposed rule change by adding
protections (with respect to the additional obligations of the Sub-
Adviser) and greater clarity regarding
[[Page 9302]]
the intended investments of the Fund. Accordingly, the Commission finds
good cause, pursuant to Section 19(b)(2) of the Act,\37\ to approve the
proposed rule change, as modified by Amendment Nos. 1 and 2, on an
accelerated basis.
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\37\ 15 U.S.C. 78s(b)(2).
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VI. Conclusion
It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\38\ that the proposed rule change (SR-NASDAQ-2013-155), as
modified by Amendment Nos. 1 and 2, be, and it hereby is, approved on
an accelerated basis.
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\38\ 15 U.S.C. 78s(b)(2).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\39\
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\39\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-03383 Filed 2-14-14; 8:45 am]
BILLING CODE 8011-01-P