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Federal Register / Vol. 86, No. 104 / Wednesday, June 2, 2021 / Notices equities and that reducing the two-sided quoting increment from one round lot i.e., 100 shares to one Security would be sufficient to meet liquidity demands and would make it easier for Market Makers and DMMs to meet their quotation obligations, which in turn incentivize more Market Maker participation. The Exchange believes that adopting quotation requirements and parameters that are appropriate for the nature and types of securities that will trade on the Exchange will promote the protection of investors and the public interest by assuring that the Exchange Rules are appropriately tailored to its market.
BSTX Listing Rules Other Than for Exchange Traded Products and Suspension and Delisting Rules Rule 26000 and 27000 Series
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The BSTX Listing Rules Other than for Exchange Traded Products the Non-ETP Listing Rules in the Rule Series 26000 and the Suspension and Delisting Rules in the Rule 27000 Series have been adapted from, and are substantially similar to, Parts 112 of the NYSE American LLC Company Guide.270 Except as described below, each proposed Rule in the BSTX 26000
and 27000 Series is substantially similar to a Section of the NYSE American Company Guide.271 Below is further detail.
The BSTX Rule 26100 Series are based on the NYSE American Original Listing Requirements Sections 101
146.272
The BSTX Original Listing Procedures 26200 Series are based on the NYSE American Original Listing Procedures Sections 201222.
The BSTX Additional Listings Rules 26300 Series are based on the NYSE American Additional Listings Sections Sections 301350.
270 All references to various Sections in the discussion of these Listing Rules refer to the various Sections of the NYSE American Company Guide.
271 The Exchange notes that while the numbering of BSTXs Listing Rules generally corresponds to a Section of the NYSE American LLC Company Guide, BSTX did not integrate certain Sections of the NYSE American Company Guide that the Exchange deemed inapplicable to its operations, such as with respect to types of securities which the Exchange is not proposing to make eligible for listing i.e., bonds, debentures, securities of foreign companies other than Canadian companies, investment trusts, and securities such as equitylinked term notes. The Exchange also proposes to modify cross-references in the proposed Non-ETP
Listing Rules to accord with its Rules.
272 Pursuant to proposed Rule 26136, all securities initially listing on BSTX, except securities which are book-entry only, must be eligible for a Direct Registration Program operated by a clearing agency registered under Section 17A
of the Exchange Act. 15 U.S.C. 78q1.

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The BSTX Disclosure Policies 26400 Series are based on the NYSE
American Disclosure Policies Sections 401404.
The BSTX Dividends and Splits Rules 26500 Series are based on the NYSE American Dividends and Stock Splits Sections Sections 501522.
The BSTX Accounting; Annual and Quarterly Reports Rules 26600 Series are based on the NYSE American Accounting; Annual and Quarterly Reports Sections Sections 603624.
The BSTX Shareholders Meetings, Approval and Voting of Proxies Rules 26700 Series are based on the NYSE
American Shareholders Meetings, Approval and Voting of Proxies Sections Sections 701726.273
The BSTX Corporate Governance Rules 26800 Series are based on the NYSE American Corporate Governance Sections Sections 801809.
The BSTX Additional Matters Rules 26900 Series are based on the NYSE
American Additional Matters Sections Sections 920994.
The BSTX Suspension and Delisting Rules 27000 Series are based on the NYSE American Suspension and Delisting Sections Sections 10011011.
The BSTX Guide to Filing Requirements 27100 Series are based on the NYSE American Guide to Filing Requirements Section 1101.
The BSTX Procedures for Review of Exchange Listing Determinations 27200
Series are based on the NYSE American Procedures for Review of Exchange Listing Determinations Sections 1201
1211.
Notwithstanding that the proposed Rule 26000 and 27000 Series are substantially similar to those of other exchanges, BSTX proposes certain additions or modifications to these rules specific to its market. For example, BSTX proposes to add definitions that apply to the proposed BSTX Rule 26000
and 27000 Series. The definitions set forth in proposed Rule 26000 are designed to facilitate understanding of these Rule Series by market participants. Increased clarity may serve to remove impediments to and perfect the mechanism of a free and open market and a national market system and may also foster cooperation and coordination with persons engaged in regulating, clearing, settling, processing information with respect to, and facilitating transactions in securities, 273 The Exchange notes that the proposed fees for certain items in the proposed Listing Rules e.g., proxy follow-up mailings are the same as those charged by NYSE American. See e.g., proposed IM
267228 cf. NYSE American Section 722.80.

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consistent with Section 6b5 of the Exchange Act.274
With respect to initial listing standards for non-ETP Securities, which begin at proposed Rule 26101, the Exchange proposes to adopt listing standards that are substantially similar to the NYSE American listing rules.275
The Exchange believes that adopting listing rules similar to those in place on other national securities exchanges will facilitate more uniform standards across exchanges, which helps foster cooperation and coordination with persons engaged in regulating, clearing, settling, processing information with respect to, and facilitating transactions in securities, consistent with Section 6b5 of the Exchange Act.276 Market participants that are already familiar with NYSE Americans listing standards will already be familiar with most of the substance of the proposed listing rules.
The Exchange also believes that adopting proposed listing standards that closely resemble those of NYSE
American may also foster competition among listing exchanges for companies seeking to publicly list their securities.
The Exchange is proposing an addition relative to the NYSE American listing rules to the initial listing standards for preferred Securities.277 Specifically, the Exchange proposes an additional standard for preferred Securities to list on the Exchange based on NASDAQ
Rule 5510.278 The Exchange believes a 274 15

U.S.C. 78fb5.
NYSE American Section 101. The Exchange understands that the Commission has extended relief to NYSE American with respect to certain quantitative listing standards that do not meet the thresholds of SEC Rule 3a511. 17 CFR
240.3a511. Initial listings of securities that do not meet such thresholds and are not subject to the relief provided to NYSE American would qualify as penny stocks and would be subject to additional regulation. BSTX notes that it is not seeking relief related to SEC Rule 3a511 and therefore has clarified proposed Rule 26101a2 to ensure that issuers have at least one year of operating history.
BSTX will also require new listings pursuant to proposed Rule 26102 to have a public distribution of 1 million Securities, 400 public Security holders, and a minimum market price of $4 per Security.
These provisions meet the requirements in SEC
Rule 3a511 and are consistent with the rules of other national securities exchanges. See e.g., Nasdaq Rule 5510. The quantitative thresholds specified in Rule 26102 are also reflected in the Sample Underwriters Letter that has been submitted as Exhibit 3L to this proposal. In addition, the Exchange notes that proposed Rule 26140, which governs the additional listing requirements of a company that is affiliated with the Exchange, is based on similar provisions in NYSE American Rule 497 and IEX 14.205.
276 15 U.S.C. 78fb5.
277 See proposed Rule 26103.
278 See proposed Rule 26103b2. Preferred Security Distribution Standard 2 requires that a preferred Security listing satisfy the following conditions: Minimum bid price of at least $4 per Security; at least 10 Round Lot holders; At least 275 See
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