Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Designation of a Longer Period for Commission Action on Proceedings To Determine Whether To Approve or Disapprove a Proposed Rule Change, as Modified by Amendment No. 2, To Adopt Listing Standards for Subscription Warrants Issued by a Company Organized Solely for the Purpose of Identifying an Acquisition Target

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-94363; File No. SR-NYSE-2021-45]

Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Designation of a Longer Period for Commission Action on Proceedings To Determine Whether To Approve or Disapprove a Proposed Rule Change, as Modified by Amendment No. 2, To Adopt Listing Standards for Subscription Warrants Issued by a Company Organized Solely for the Purpose of Identifying an Acquisition Target

March 4, 2022.

On August 24, 2021, New York Stock Exchange LLC (“NYSE” or “Exchange”) filed with the Securities and Exchange Commission (“Commission”), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Exchange Act”)

1

and Rule 19b-4 thereunder,

2

a proposed rule change to adopt listing standards for subscription warrants issued by a company organized solely for the purpose of identifying an acquisition target. The proposed rule change was published for comment in the

Federal Register

on September 10, 2021.

3

1

15 U.S.C. 78s(b)(1).

2

17 CFR 240.19b-4.

3

See

Securities Exchange Act Release No. 92876 (September 3, 2021), 86 FR 50748. Comments received on the proposal are available on the Commission's website at:

https://www.sec.gov/comments/sr-nyse-2021-45/srnyse202145.htm.

On September 30, 2021, pursuant to Section 19(b)(2) of the Exchange Act,

4

the Commission designated a longer period within which to approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether to disapprove the proposed rule change.

5

On December 8, 2021, the Commission instituted proceedings under Section 19(b)(2)(B) of the Exchange Act

6

to determine whether to approve or disapprove the proposed rule change.

7

On March 1, 2022, the Exchange filed Amendment No. 2 to the proposed rule change, which replaced and superseded the proposed rule change as originally filed.

8

On March 2, 2022, the Commission published notice of Amendment No. 2 to the proposed rule change.

9

4

15 U.S.C. 78s(b)(2).

5

See

Securities Exchange Act Release No. 93221, 86 FR 55662 (October 6, 2021). The Commission designated December 9, 2021 as the date by which the Commission shall approve or disapprove, or institute proceedings to determine whether to approve or disapprove, the proposed rule change.

6

15 U.S.C. 78s(b)(2)(B).

7

See

Securities Exchange Act Release No. 93741, 86 FR 71111 (Dec. 14, 2021).

8

Amendment No. 2 is available at:

https://www.sec.gov/comments/sr-nyse-2021-45/srnyse202145-20118274-271197.pdf.

On February 17, 2022, the Exchange filed Amendment No. 1 to the proposed rule change. The Exchange withdrew Amendment No. 1 on March 1, 2022.

9

See

Securities Exchange Act Release No. 94349.

Section 19(b)(2) of the Act

10

provides that, after initiating proceedings, the Commission shall issue an order approving or disapproving the proposed rule change not later than 180 days after the date of publication of notice of filing of the proposed rule change. The Commission may extend the period for issuing an order approving or disapproving the proposed rule change, however, by not more than 60 days if the Commission determines that a longer period is appropriate and publishes the reasons for such determination. The proposed rule change was published for comment in the

Federal Register

on September 10, 2021.

11

The 180th day after publication of the proposed rule change is March 9, 2022. The Commission is extending the time period for approving or disapproving the proposed rule change, as modified by Amendment No. 2, for an additional 60 days.

10

15 U.S.C. 78s(b)(2).

11

See supra

note 3.

The Commission finds that it is appropriate to designate a longer period within which to issue an order approving or disapproving the proposed rule change, as modified by Amendment No. 2, so that it has sufficient time to consider the proposed rule change, as modified by Amendment No. 2, and the issues raised in the comments that have been submitted in connection therewith. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act,

12

designates May 8, 2022, as the date by which the Commission shall either approve or disapprove the proposed rule change, as modified by Amendment No. 2 (File No. SR-NYSE-2021-45).

12

15 U.S.C. 78s(b)(2).

For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.

13

13

17 CFR 200.30-3(a)(57).

J. Matthew DeLesDernier,

Assistant Secretary.

[FR Doc. 2022-05023 Filed 3-9-22; 8:45 am]

BILLING CODE 8011-01-P