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Federal Register / Vol. 86, No. 104 / Wednesday, June 2, 2021 / Notices
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proposed rule providing an additional initial listing standard for preferred Securities consistent with a similar provision of NASDAQ would expand the possible universe of issuances that would be eligible to list on the Exchange to include preferred Securities. The Exchange believes that such a rule would help remove impediments to and perfect the mechanism of a free and open market and a national market system, consistent with Section 6b5
of the Exchange Act by giving issuers an additional means by which it could list a different type of security i.e., a preferred Security and investors the opportunity to trade in such preferred Securities.279 Further, consistent with the public interest, rules that provide more opportunity for listings may promote competition among listing exchanges and capital formation for issuers.
With respect to the definitions in proposed Rule 26000, these are designed to facilitate understanding of the BSTX Non-ETP Listing Rules by market participants. The Exchange believes that allowing market participants to better understand and interpret the BSTX Non-ETP Listing Rules removes impediments to and perfects 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, consistent with Section 6b5 of the Exchange Act.280
The Exchange also proposes certain enhancements to the notice requirements for listed companies to communicate to BSTX related to record dates and defaults.281 The Exchange believes that these additional disclosure and communication obligations can help BSTX in monitoring for listed company compliance with applicable rules and regulations; such additional disclosure obligations are 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 regulating, clearing, settling, processing information with respect to, and facilitating transactions in securities, to remove impediments to 200,000 Publicly Held Securities; and Market Value of Publicly Held Securities of at least $3.5 million.
279 15 U.S.C. 78fb5.
280 Id.
281 See Proposed Rule 26502, which requires, among other things, a listing company to give the Exchange at least ten days notice in advance of a record date established for any other purpose, including meetings of shareholders.

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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, consistent with Section 6b5 of the Exchange Act.282
The Exchanges proposed Rules provide additional flexibility for listed companies in choosing how liquidity would be provided in their listings by allowing listed companies to meet either the DMM Requirement or Active Market Maker Requirement for initial listing and continued trading.283 Pursuant to proposed Rule 26205, a company may choose to be assigned a DMM by the Exchange or to select its own DMM.284
Alternatively, a company may elect, or the Exchange may determine, that, in lieu of a DMM, a minimum of three 3
market makers would be assigned to the Security at initial listing; such requirement may be reduced to two 2
market makers following the initial listing, consistent with proposed Rule 26106. The Exchange believes that such additional flexibility would promote the removal of impediments to and perfection of the mechanism of a free and open market and a national market system, consistent with Section 6b5
of the Exchange Act.285 The Commission has previously approved exchange rules providing for three market makers to be assigned to a particular security upon initial listing 282 15

U.S.C. 78fb5.
proposed Rule 26205. BSTX-listed Securities must meet the criteria specified in proposed Rule 26106, which provides that unless otherwise provided, all Securities listed pursuant to the BSTX Listing Standards must meet one of the following requirements: 1 The DMM Requirement whereby a DMM must be assigned to a given Security; or 2 the Active Market Maker Requirement which states that i for initial inclusion the Security must have at least three registered and active Market Makers, and ii for continued listing, a Security must have at least two registered and active Market Makers, one of which may be a Market Maker entering a stabilizing bid.
284 Exchange personnel responsible for managing the listing and onboarding process would be responsible for determining to which DMM a Security would be assigned. As provided in proposed Rule 26205, the Exchange makes every effort to see that each Security is allocated in the best interests of the company and its shareholders, as well as that of the public and the Exchange.
Similarly, the Exchange anticipates that these same personnel would be responsible for answering questions relating to the Exchanges listing rules pursuant to proposed Rule 26994 New Policies.
The Exchange notes that certain provisions in the NYSE American Listing Manual contemplate a Listing Qualifications Analyst that would perform a number of these functions. The Exchange is not proposing to adopt provisions that specifically contemplate a Listing Qualifications Analyst, but expects to have personnel that will perform the same basic functions, such as advising issuers and prospective issuers with respect to relevant rules related to listing.
285 15 U.S.C. 78fb5.
283 See
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and only two for continued listing.286 In accordance with these previously approved rules, the Exchange believes proposed Rule 26205 would ensure fair and orderly markets and would facilitate the provision of sufficient liquidity for Securities.
The Exchange also proposes a number of other non-substantive changes from the baseline NYSE American listing rules, such as to eliminate references to the concept of a specialist, since BSTX will not have a specialist,287 or references to certificated equities, since Securities will be uncertificated equities.288 As another example, NYSE
American Section 623 requires that three copies of certain press releases be sent to the exchange, while the Exchange proposes only that a single copy of such press release be shared with the Exchange.289 In addition, the Exchange proposes to adopt Rule 26720
in a manner that is substantially similar to NYSE American Section 720, but proposes to modify the internal citations to ensure consistency with its proposed Rulebook.290 In its proposed Rules, the 286 See
e.g., IEX Rule 14.206.
e.g., NYSE American Section 513f, noting that open orders to buy and open orders to sell on the books of a specialist on an ex rights date are reduced by the cash value of the rights.
Proposed Rule 26340f deletes this provision because BSTX will not have specialists. Similarly, because BSTX will not have specialists, the Exchange is not proposing to adopt a parallel rule to NYSE American Section 516, which specifies that certain types of orders are to be reduced by a specialist when a security is quoted ex-dividend, ex-distribution or ex-rights are set forth in NYSE
American Rule 132.
288 See e.g., NYSE American Section 117
including a clause relating to paired securities for which the stock certificates of which are printed back-to-back on a single certificate. Similarly, the Exchange has proposed to replace certain references to the Office of General Counsel contained in certain NYSE American Listing Rule see e.g., Section 1205 with references to the Exchanges Legal Department to accommodate differences in BSTXs organizational structure. See proposed Rule 27204. As another example, proposed Rule 27205
refers to the Exchanges Hearing Committee as defined in Section 6.08 of the Exchanges By-Laws to similarly accommodate organizational differences between the Exchange and NYSE
American.
289 See proposed Rule 26623.
290 Specifically, proposed Rule 26720 would provide that participants must comply with Rules 26720 through 26725 and BSTXs Rule 22020
Forwarding of Proxy and Other Issuer-Related Materials; Proxy Voting. NYSE American Section 726, upon which proposed Rule 26720 is based, includes cross-references to NYSE Americans corresponding rules to proposed Rules 26720
through 26725, and also includes cross-references to NYSE American Rules 578 through 585, for which the Exchange is not proposing corresponding rules. These NYSE American rules for which the Exchange is not proposing to adopt a parallel rule relate to certain requirements specific to proxy voting e.g., requiring that a member state the actual number of shares for which a proxy is givenNYSE
American Rule 578 or, in some cases, relate to certificated securities e.g., NYSE American Rule 287 See
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