Federal Register 30-Day Notice

20250912_3235-0382_2025-17677_90 FR 44259_30-Day Submission Notice.pdf.pdf

Schedule 14D-9F - Canadian Securities

Federal Register 30-Day Notice

OMB: 3235-0382

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Federal Register / Vol. 90, No. 175 / Friday, September 12, 2025 / Notices
and 57(a)(4) of the Act and rule 17d–1
under the Act.
SUMMARY OF APPLICATION: Applicants
request an order to permit certain
business development companies
(‘‘BDCs’’) and closed-end management
investment companies to co-invest in
portfolio companies with each other and
with certain affiliated investment
entities.
APPLICANTS: Banner Ridge DSCO
Private Markets Fund, Banner Ridge
Partners, LP, and certain of their
affiliated entities as described in
Schedule A to the application.
FILING DATES: The application was filed
on May 21, 2025 and amended on
September 3, 2025.
HEARING OR NOTIFICATION OF HEARING:
An order granting the requested relief
will be issued unless the Commission
orders a hearing. Interested persons may
request a hearing on any application by
emailing the SEC’s Secretary at
Secretarys-Office@sec.gov and serving
the Applicants with a copy of the
request by email, if an email address is
listed for the relevant Applicant below,
or personally or by mail, if a physical
address is listed for the relevant
Applicant below. Hearing requests
should be received by the Commission
by 5:30 p.m. on October 6, 2025, and
should be accompanied by proof of
service on the Applicants, in the form
of an affidavit or, for lawyers, a
certificate of service. Pursuant to rule 0–
5 under the Act, hearing requests should
state the nature of the writer’s interest,
any facts bearing upon the desirability
of a hearing on the matter, the reason for
the request, and the issues contested.
Persons who wish to be notified of a
hearing may request notification by
emailing the Commission’s Secretary at
Secretarys-Office@sec.gov.
ADDRESSES: The Commission:
Secretarys-Office@sec.gov. Applicants:
Scott Halper, Banner Ridge Partners,
641 Lexington Avenue, 31st Floor, New
York, NY 10022; David W. Freese, Esq.,
Morgan, Lewis & Bockius LLP,
david.freese@morganlewis.com; and
John J. O’Brien, Esq., Morgan, Lewis &
Bockius LLP, john.obrien@
morganlewis.com.
Jill
Ehrlich, Senior Counsel, or Thomas
Ahmadifar, Branch Chief, at (202) 551–
6825 (Division of Investment
Management, Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: For
Applicants’ representations, legal
analysis, and conditions, please refer to
Applicants’ first amended application,
dated September 3, 2025, which may be
obtained via the Commission’s website

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FOR FURTHER INFORMATION CONTACT:

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by searching for the file number at the
top of this document, or for an
Applicant using the Company name
search field, on the SEC’s EDGAR
system. The SEC’s EDGAR system may
be searched at https://www.sec.gov/
edgar/searchedgar/
companysearch.html. You may also call
the SEC’s Office of Investor Education
and Advocacy at (202) 551–8090.
For the Commission, by the Division of
Investment Management, under delegated
authority.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025–17653 Filed 9–11–25; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meetings
Notice is hereby given,
pursuant to the provisions of the
Government in the Sunshine Act, Public
Law 94–409, that the Securities and
Exchange Commission Investor
Advisory Committee will hold a public
meeting on Thursday, September 18,
2025. The meeting will begin at 10 a.m.
(ET) and will be open to the public.
PLACE: The meeting will be conducted
in-person at 100 F Street NE,
Washington, DC 20549 in the
Multipurpose Room, and by remote
means. Members of the public may
attend in-person or watch the webcast of
the meeting on the Commission’s
website at www.sec.gov.
STATUS: This Sunshine Act notice is
being issued because a majority of the
Commission may attend the meeting.
Public Comment: The public is
invited to submit written statements to
the Committee. Written statements
should be received on or before
September 17, 2025.
Written statements may be submitted
by any of the following methods:
TIME AND DATE:

Electronic Statements
• Use the Commission’s internet
submission form (http://www.sec.gov/
rules/other.shtml); or
• Send an email message to rulescomments@sec.gov. Please include File
No. 265–28 on the subject line; or
Paper Statements
• Send paper statements to Vanessa
A. Countryman, Secretary, Securities
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
All submissions should refer to File
No. 265–28. This file number should be
included on the subject line if email is
used. To help us process and review

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44259

your statement more efficiently, please
use only one method.
The Commission will post all
statements on the Commission’s
website. Do not include personal
information in submissions; you should
submit only information that you wish
to make available publicly. We may
redact in part or withhold entirely from
publication submitted material that is
obscene or subject to copyright.
MATTERS TO BE CONSIDERED: The agenda
for the meeting includes: welcome and
opening remarks; approval of previous
meeting minutes; panel discussions
regarding the definition and regulatory
treatment of Foreign Private Issuers; a
discussion of recommendations
regarding calibrating retail investors’
access to private market assets;
subcommittee reports; and a non-public
administrative session.
CONTACT PERSON FOR MORE INFORMATION:
For further information, please contact
Vanessa A. Countryman from the Office
of the Secretary at (202) 551–5400.
Authority: 5 U.S.C. 552b.
Dated: September 10, 2025.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2025–17708 Filed 9–10–25; 4:15 pm]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[OMB Control No. 3235–0382]

Agency Information Collection
Activities; Submission for OMB
Review; Comment Request; Extension:
Schedule 14D–9F—Canadian
Securities
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
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) has submitted to the
Office of Management and Budget
(‘‘OMB’’) this request for extension of
the previously approved collection of
information discussed below.
Schedule 14D–9F (17 CFR 240.14d–
103) under the Securities Exchange Act
of 1934 (15 U.S.C. 78 et seq.) is used by
foreign private issuers incorporated or
organized under the laws of Canada or
any Canadian province or territory or by
any director or officer of such issuer,
where the issuer is the subject of a cash
tender or exchange offer for a class of
securities filed on Schedule 14D–1F (17

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44260

Federal Register / Vol. 90, No. 175 / Friday, September 12, 2025 / Notices

CFR 240.14d–102). Schedule 14D–9F
provides investors in the securities of
Canadian foreign private issuers with
the filer’s recommended response to a
tender offer, informing the investment
decisions of securityholders, while
reducing expense and increasing
efficiency in connection with tender
offer filings with the Commission by
providing that disclosure required
under Canadian law is a key aspect of
the information required on Schedule
14D–9F. The information provided is
mandatory and all information is
available to the public. We estimate that
Schedule 14D–9F carries a collection of
information burden of approximately
two hours per response and is filed by
approximately one respondent annually
for a total annual reporting burden of
two hours (2 hours per response × 1
response annually). There is no separate
cost burden associated with this
information collection.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid OMB
Control Number.
The public may view and comment
on this information collection request
at: https://www.reginfo.gov/public/do/
PRAViewICR?ref_nbr=202504-3235-020
or send an email comment to
MBX.OMB.OIRA.SEC_desk_officer@
omb.eop.gov within 30 days of the day
after publication of this notice by
October 14, 2025.
Dated: September 10, 2025.
Sherry Haywood,
Assistant Secretary.
[FR Doc. 2025–17677 Filed 9–11–25; 8:45 am]
BILLING CODE 8011–01–P

SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–103912]

Order Granting Application by NYSE
Texas, Inc. for an Exemption Pursuant
to Section 36(a) of the Exchange Act
From the Rule Filing Requirements of
Section 19(b) of the Exchange Act With
Respect to Certain Rules Incorporated
by Reference

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September 9, 2025.

NYSE Texas, Inc. (‘‘NYSE Texas’’ or
‘‘Exchange’’) has filed with the
Securities and Exchange Commission
(‘‘Commission’’) an application for an
exemption under Section 36(a)(1) of the
Securities Exchange Act of 1934
(‘‘Exchange Act’’) 1 from the rule filing
requirements of Section 19(b) of the
1 15

U.S.C. 78mm(a)(1).

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Exchange Act 2 with respect to certain
rules of NYSE Arca, Inc. (‘‘NYSE Arca’’)
that the Exchange seeks to incorporate
by reference.3 Section 36 of the
Exchange Act, subject to certain
limitations, authorizes the Commission
to conditionally or unconditionally
exempt any person, security, or
transaction, or any class thereof, from
any provision of the Exchange Act or
rule thereunder, if necessary or
appropriate in the public interest and
consistent with the protection of
investors.
The Exchange has requested, pursuant
to Rule 0–12 under the Exchange Act,4
that the Commission grant the Exchange
an exemption from the rule filing
requirements of Section 19(b) of the
Exchange Act for changes to the
Exchange’s rules that are affected solely
by virtue of a change to a crossreferenced NYSE Arca rule. Specifically,
the Exchange requests that it be
permitted to incorporate by reference
changes made to the NYSE Arca rules
listed below that are cross-referenced
(collectively, the ‘‘Cross-Referenced
NYSE Arca Rules’’) in Exchange rules
that were adopted in two recent
proposed rule changes,5 without the
need for the Exchange to file separately
the same proposed rule changes
pursuant to Section 19(b) of the
Exchange Act: 6
• NYSE Arca Rule 5.3–O (Criteria for
Underlying Securities)
• NYSE Arca Rule 5.13–O (Designation
of the Index Narrow-Based Index
Options)
• NYSE Arca Rule 9.18–O (Doing a
Public Business in Options)
• NYSE Arca Rule 9.28–O
(Advertisements, Market Letters and
Sales Literature Relating to Options)
• NYSE Arca Rule 5.2–E(c) (Common
Stock-Select Market Companies)
The Exchange represents that the
NYSE Arca rules listed above are not
trading rules and instead set forth listing
requirements or requirements related to
the general conduct of options trading.7
2 15

U.S.C. 78s(b).
Letter from David De Gregorio, Associate
General Counsel, New York Stock Exchange, dated
May 28, 2025 (‘‘Exemptive Request’’).
4 17 CFR 240.0–12.
5 See Securities Exchange Act Release Nos.
102957 (April 29, 2025), 90 FR 19054 (May 5, 2025)
(SR–NYSECHX–2025–04) (Notice of Filing of
Amendment No. 1, and Order Granting Accelerated
Approval of a Proposed Rule Change, as Modified
by Amendment No. 1, To Amend Exchange Rules
1.1, 5, 7.18, 8 and Exchange Article 22, Rules 24–
27) and 103018 (May 9, 2025), 90 FR 20715 (May
15, 2025) (SR–NYSETEX–2025–06) (Notice of Filing
and Immediate Effectiveness of Proposed Rule
Change To Adopt New Rule 11.30).
6 See Exemptive Request, supra note 3, at 2.
7 See id. at 2, n.7.
3 See

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The Exchange represents that, as a
condition to the requested exemption
from Section 19(b) of the Exchange Act,
the Exchange will provide written
notice to Participants 8 whenever NYSE
Arca proposes a change to a CrossReferenced NYSE Arca Rule.9 The
Exchange states that such notice will
alert Participants to the proposed NYSE
Arca rule change and give them an
opportunity to comment on the
proposal.10 The Exchange further
represents that it will inform
Participants in writing when the
Commission approves any such
proposed rule changes.11
According to the Exchange, this
exemption is appropriate because it
would promote consistency between the
Exchange’s rulebook and the CrossReferenced NYSE Arca Rules at all
times. This harmonization of the
Exchange rules and the CrossReferenced NYSE Arca Rules would
thus support the uniform application of
such rules to Participants and NYSE
Arca ETP Holders 12 and increase
internal efficiencies with respect to the
administration of such rules.13
The Commission has issued
exemptions similar to the Exchange’s
request.14 In granting similar
8 See definition of ‘‘Participant’’ in NYSE Texas
Rules, Article 1, Rule 1(s).
9 See id. at 3. The Exchange represents that it will
provide such notice via a posting on the same
website location where the Exchange posts its own
rule filings pursuant to Rule 19b–4(l) within the
time frame required by such rule. See id. at 3, n.8.
The website posting will include a link to the
location on NYSE Arca’s website where the
applicable proposed rule change is posted. See id.
10 See id.
11 See id.
12 See definition of ‘‘ETP Holder’’ in NYSE Arca
Rule 1.1.
13 See Exemptive Request, at 2.
14 See, e.g., Securities Exchange Act Release Nos.
91202 (February 24, 2021), 86 FR 12250 (March 2,
2021) (order granting Nasdaq ISE’s exemptive
request regarding Nasdaq Rule 1000 Series
incorporated by reference); 83296 (May 21, 2018),
83 FR 24362 (May 25, 2018) (order granting NYSE
National, Inc.’s exemptive request relating to rules
of the Financial Industry Regulatory Authority, Inc.
(‘‘FINRA’’) incorporated by reference); 83040 (April
12, 2018), 83 FR 17198 (April 18, 2018) (order
granting MIAX PEARL, LLC’s exemptive request
relating to rules of the Miami International
Securities Exchange, LLC incorporated by
reference); 76998 (January 29, 2016), 81 FR 6066,
6083–84 (February 4, 2016) (order granting
application for registration as a national securities
exchange of ISE Mercury, LLC and exemptive
request relating to rules of certain self-regulatory
organizations (‘‘SROs’’) (including FINRA)
incorporated by reference); 61534 (February 18,
2010), 75 FR 8760 (February 25, 2010) (order
granting BATS Exchange, Inc.’s exemptive request
relating to rules incorporated by reference by the
BATS Exchange Options Market rules) (‘‘BATS
Options Market Order’’); 61152 (December 10,
2009), 74 FR 66699, 66709–10 (December 16, 2009)
(order granting application for registration as a
national securities exchange of C2 Options
Exchange, Incorporated and exemptive request

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