Fixed Income Clearing Corp. Proposed Rule Changes

Content

March 23, 2026. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (“Act”) (1) and Rule 19b-4 thereunder, (2) notice is hereby given that on March 17, 2026, Fixed Income Clearing Corporation (“FICC”) filed with the Securities and Exchange
Commission (“Commission”) the proposed rule change as described in Items I, II and III below, which Items have been prepared
by the clearing agency. FICC filed the proposed rule change pursuant to Section 19(b)(3)(A) of the Act (3) and Rule 19b-4(f)(4) thereunder. (4) The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons.

I. Clearing Agency's Statement of the Terms of Substance of the Proposed Rule Change

FICC is proposing to (i) make certain corrections and clarifications in the Government Securities Division (“GSD”) Rulebook
(the “GSD Rules”), Mortgage-Backed Securities Division (“MBSD”) Clearing Rules (the “MBSD Rules”) and MBSD EPN Rules (the
“EPN Rules,” and collectively with the GSD Rules and the MBSD Rules, the “Rules”) (5) and (ii) make certain changes to harmonize the language in the GSD Rules, MBSD Rules and the EPN Rules with each other and
with the rules of FICC's two clearing agency affiliates, The Depository Trust Company (“DTC”) and National Securities Clearing
Corporation (“NSCC”).

II. Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change

In its filing with the Commission, the clearing agency included statements concerning the purpose of and basis for the proposed
rule change and discussed any comments it received on the proposed rule change. The text of these statements may be examined
at the places specified in Item IV below. The clearing agency has prepared summaries, set forth in sections A, B, and C below,
of the most significant aspects of such statements.

(A) Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change

1. Purpose

FICC is proposing to (i) make certain corrections and clarifications in the Rules and (ii) make certain changes to harmonize
the language in the GSD Rules, MBSD Rules and the EPN Rules with each other and with the rules of FICC's two clearing agency
affiliates, DTC and NSCC.

FICC has conducted a review of its Rules to improve transparency and consistency and to harmonize language in its Rules with
similar language in the Rules, By-Laws and Organization Certificate of DTC (“DTC Rules”) and the NSCC Rules & Procedures (“NSCC
Rules”). (6) DTC and NSCC have also conducted similar reviews of their respective rulebooks. As a result of the reviews, FICC is proposing
the following changes to the Rules.

| Rule | Proposed changes |
| --- | --- |
| GSD Rule 1 | Add the following defined terms to Rule 1 (Definitions) of the Rules which are used in the Rules but are defined elsewhere
in the Rules: Excess Capital Premium. VaR Floor. VaR Floor Percentage Amount. Correct a link to the SIFMA MRA in the definition of “SIFMA MRA”.
Change the definition of “Watch List” to reflect an expanded scale used for the Credit Risk Rating Matrix (“CRRM”). The CRRM
is currently based on a scale of 1 through 7. The CRRM is also currently calculated internally using a more granular scale
of 1 through 18 which corresponds to the current 1 through 7 scale (e.g., credit rating 6 on the current scale is equivalent to credit ratings 12 and 13 on the more granular scale). The proposed changes
would not change how Members are analyzed with respect to the Watch List. |
| GSD Rule 3A | Correct duplicative section reference, remove a reference to GSD Rule 31 (Distribution Facilities) which Rule no longer references
Distribution Facilities and correct the title of GSD Rule 42 (Extension, Waiver or Suspension of Rules). |
| GSD Rule 3B | Remove the references to the Enforceability Opinion and Insolvency Opinion to add a more general reference to opinions required
by FICC for CCIT Members similar to the more general descriptions of opinion requirements for other GSD membership types.
FICC reviews its opinion requirements for membership periodically and may not always require an enforceability or insolvency
opinion and may require other opinions that are not listed in the GSD Rule.
Correct the name of the Federal Deposit Insurance Corporation Improvement Act of 1991, remove a reference to Rule 31 (Distribution
Facilities) which Rule no longer references Distribution Facilities and correct the title of GSD Rule 42 (Extension, Waiver
or Suspension of Rules). |
| GSD Rule 4 | Remove “Registered” from “Registered Broker” and “Registered Dealer” to reflect the current defined terms for Broker and Dealer. |
| GSD Rule 5 | Add “Customer” to “Executing Firm” in two places to reflect that the provision is referencing Executing Firm Customers. |
| GSD Rule 8 | Clarify that Agent Clearing Members provide a representation that the Executing Firm Customer has authorized the Agent Clearing
Member to submit trade data rather than providing a copy of the written authorization. |
| GSD Rule 13 | Remove a reference to Section 3 which Section had been previously removed and correct the title of GSD Rule 42 (Extension,
Waiver or Suspension of Rules). |
| GSD Rule 22A | Change the phrase “Schedule for Deletion of Trade Data Submitted to the Comparison System” to “Schedule for Deletion of Trade
Data From the Comparison System” to match the proposed changes to the name of that schedule referenced below. |
| GSD Rule 22B | Add a provision clarifying that in accordance with Section 17 of Rule 3A (Sponsoring Members and Sponsored Members), Sponsored
Members, in their capacities as such, are Members for purposes of Rule 22B (Corporation Default). |
| GSD Rule 22C | Correct the name of the Federal Deposit Insurance Corporation Improvement Act of 1991. |
| GSD Rule 33 | Remove the provision that Members shall be given 10 Business Days' notice of any proposed amendment to the Procedures to harmonize
the language with a similar provision in NSCC Rule 33 (Procedures) and DTC Rule 27 (Procedures). The Procedures referenced
in GSD Rule 33 (Procedures) are subject to the rule change process applicable to FICC in its capacity as a registered clearing
agency under Section 17A of the Act, a and self-regulatory organization subject to Section 19 of the Act. b FICC believes that a separate 10-Business Day notice requirement is neither necessary nor practical because Members already
receive adequate notice of any changes or proposed changes to such Procedures through the Act's rule change process. In this
context, the Procedures referenced in GSD Rule 33 constitute “rules” of FICC for purposes of the Act that would require following
the rule change process under the Act to change. |
| GSD Rule 35 | Revise the language to clarify the process used by FICC relating to financial reports and to harmonize with similar language
in MBSD Rule 26 (Financial Reports and Internal Accounting Reports), EPN Article V Rule 5 (Financial Reports), DTC Rule 15
(Reports) and NSCC Rule 35 (Financial Reports). These proposed changes are consistent with certain changes being proposed
to MBSD Rule 26 and EPN Article V Rule 5 described below as FICC uses the same processes for GSD, MBSD and EPN. In addition,
the changes will be consistent with language in NSCC Rule 35 c and changes that DTC is in the process of making to DTC Rule 15 as the same processes are used by FICC, NSCC and DTC with
respect to financial reports. |
| GSD Rule 36 | Revise to reflect that Funds-Only Settling Bank Members are entitled to the notification and comment provisions in the Rule
in addition to Members. |
| GSD Rule 38 | Remove unnecessary references to Sponsoring Member, Sponsored Member and CCIT Members as those members are covered by the
reference to “Member.” |
| GSD Rule 39 | Revise the Rule to clarify and to conform to harmonize similar language in DTC Rule 6 (Services), NSCC Rule 39 (Reliance on
Instructions), NSCC Rule 58 (Limitations on Liability), and MBSD Rule 30 (Limitations of Liability) to reflect that the Cross
Guaranty Agreements contain obligations between GSD and MBSD. The proposed changes include (i) removing specific references
to the methods that are used to provide information or instructions to FICC, some of which are outdated, and (ii) adding a
provision stating that, with respect to instructions given to FICC by a Member or its Agent, FICC is not responsible for the
completeness or accuracy and shall have no liability for errors in the course of transmissions or recording of any transmissions
or which may exist in any document or other media delivered to FICC, which changes are consistent with changes being proposed
to MBSD Rule 30 as described below and consistent with language in DTC Rule 6, NSCC Rule 39, and NSCC Rule 58. The proposed
changes also include (a) adding a reference to the Cross Guaranty Agreements with respect to liability between the GSD and
MBSD divisions and (b) adding a provision stating that no Member shall be entitled to set off against any liability to FICC
any liability FICC may have to such Member pursuant to GSD Rule 39, which proposed changes are consistent with provisions
currently in MBSD Rule 30 and provisions relating to set off in NSCC Rule 58. |
| GSD Rule 40 | Capitalize “transactions” to reflect the defined term. |
| GSD Rule 44 | Use the correct title for the President and Chief Executive Officer and remove “of” for improved readability. |
| GSD Rule 45 | Revise the language to clarify the process used by FICC relating to notices, remove outdated language, harmonize to similar
language in MBSD Rule 35 (Notices) consistent with changes being proposed to MBSD Rule 35 (Notices) as described below as
FICC uses the same processes for GSD and MBSD. Correct reference relating to notices from GSD Rule 22 (Insolvency of a Member)
to GSD Rule 22A (Procedures for When the Corporation Ceases to Act) which contains notice provisions. |
| GSD Schedule of Timeframes | Add reference to A.M. Clearing Fund call to reflect the commonly used name for the deadline referenced. |
| GSD Schedule of GCF Repo Timeframes | Separate out the line item for the beginning of the collateral allocation process and provide a further description of that
process and separate out the line item for the deadline for Net Funds Payors to satisfy their cash obligations for clarity. |
| GSD Schedule of Sponsored GC Trade Timeframes | Create separate line items for times by which settlement output and margining output is made available to Sponsoring Members
and clarify the descriptions of those line items and remove “requirements” to be consistent with similar language in the GSD
Schedule of Timeframes. |
| GSD Schedule for the Deletion of Trade Data | Change the title to clarify that the data is being deleted from the Comparison System. Revise the language to clarify that
trade data (including Yield Comparison Trades) that have been compared but are not eligible for netting shall be deleted during
the same processing cycle which such comparison has occurred. Remove the sentence relating to notice of changes as the schedule
is subject to notice provisions relating to rule changes (GSD Rule 36 (Rule Changes)) and to conform to other schedules which
do not have separate notice provisions for changes. |
| GSD Schedule of Required Match Data | Capitalize titles of items in schedule for consistency. |
| GSD Schedule of Required Data Submission Items | Capitalize titles of items in schedule for consistency. |
| GSD Schedule of Required and Other Data Submission Items for GCF Repo Transactions | Change title of schedule to reflect that the schedule refers to CCIT items to reflect proposed language regarding CCIT Transactions.
Remove language that no longer describes the GCF Repo Transactions process and add language relating to CCIT Transactions. |
| GSD Schedule of Money Tolerances | Add “and at the end of the day” and “applicable at end of day” to clarify that the line items are applicable at the end of
the day. Move the language relating to Rule 10 (Enhanced Comparison Processes Presumed Match Data) at the end of the schedule
to clarify it applies to the entire schedule and clarify that the schedule does not apply to Netting-Eligible Auction Purchases,
GCF Repo Transactions, CCIT Transactions and Sponsored GC Trades. |
| GSD Schedule of GC Comparable Securities | Make “Federal Home Loan Bank” plural to reflect that there are multiple banks and add the word “Agent” in footnote to reflect
the correct defined term for a Sponsored GC Clearing Agent Bank. |
| GSD Fee Structure | Change “Non-Member” to lower case to reflect that it is not a defined term. |
| GSD Interpretive Guidance With Respect To Settlement Finality | Add quotation marks around “Master Account” in two footnotes, remove a duplicative reference link to location of Operating
Circular 1 in a footnote and clarify that “Transfer” has the meaning referenced in Operating Circular 7 for clarity and to
harmonize language with MBSD Interpretive Guidance With Respect To Settlement Finality consistent with certain changes being
proposed to the MBSD Interpretive Guidance with Respect to Settlement Finality described below. |
| a 15 U.S.C. 78q-1. | |
| b 15 U.S.C. 78s. | |
| c See Securities Exchange Act Release No. 104831 (Feb. 12, 2026), 91 FR 7567 (Feb. 18, 2026) (SR-NSCC-2026-002) (describes proposed
changes to NSCC Rules that have now been implemented including changes to NSCC Rule 35). | |

| Rule | Proposed changes |
| --- | --- |
| MBSD Rule 1 | Revise definition of “Intraday Mark-to-Market Charge” to remove a reference to subsection (c) of the definition which subsection
no longer contains parameter adjustments.
Clarify the definitions of “SBO” and “SBON” and remove the definition of “SBO Net Open Position” to clarify the meaning of
those terms and to reflect proposed changes being made to those terms in MBSD Rule 6 (TBA Netting).
Change the definition of “Watch List” to reflect an expanded scale used for the CRRM. The CRRM is currently based on a scale
of 1 through 7. The CRRM is also currently calculated internally using a more granular scale of 1 through 18 which corresponds
to the current 1 through 7 scale (e.g., a credit rating of 6 on the current scale is equivalent to the credit ratings 12 and 13 on the more granular scale). The proposed
changes would not change how Members are analyzed with respect to the Watch List. |
| MBSD Rule 6 | Clarify the language for the process relating to SBO-Destined Trades that cannot be offset. |
| MBSD Rule 14 | Add “or” to “fine other charge” as a grammatical correction. |
| MBSD Rule 19 | Add dashes in “time to time” and add a comma after “Members” for improved readability. |
| MBSD Rule 22 | Replace the phrase “The foregoing notwithstanding” with “Notwithstanding the foregoing” for improved readability. |
| MBSD Rule 26 | Revise the language to clarify the process used by FICC relating to financial reports and internal accounting control reports
and to harmonize with similar language in GSD Rule 35 (Financial Reports), EPN Article V Rule 5 (Financial Reports), DTC Rule
15 (Reports) and NSCC Rule 35 (Financial Reports). These proposed changes are consistent with certain changes being proposed
to GSD Rule 35 described above and EPN Article V Rule 5 described below as FICC uses the same processes for GSD, MBSD and
EPN. In addition, the changes will be consistent with language in NSCC Rule 35 * and changes that DTC is in the process of
making to DTC Rule 15 as the same processes are used by FICC, NSCC and DTC with respect to financial reports. |
| MBSD Rule 27 | Add comma after “proposal” to improve readability. |
| MBSD Rule 29 | Replace “from” with “by” in the phrase “delivered to or from the Corporation” to improve readability. |
| MBSD Rule 30 | Revise the Rule to clarify and to conform to harmonize similar language in DTC Rule 6 (Services), NSCC Rule 39 (Reliance on
Instructions), NSCC Rule 58 (Limitations on Liability) and GSD Rule 39 (Limitations of Liability). The proposed changes include
(i) removing specific references to the methods that are used to provide information or instructions to FICC, some of which
are outdated, and (ii) adding a provision stating that, with respect to instructions given to FICC by a Member or its Agent,
FICC is not responsible for the completeness or accuracy and shall have no liability for errors in the course of transmissions
or recording of any transmissions or which may exist in any document or other media delivered to FICC, which changes are consistent
with changes being proposed to GSD Rule 39 described above and consistent with language in DTC Rule 6, NSCC Rule 39 and NSCC
Rule 58. |
| MBSD Rule 34 | Use the correct title for the President and Chief Executive Officer, add a comma and remove “or” for improved readability. |
| MBSD Rule 35 | Revise the language to clarify the process used by FICC relating to notices, remove outdated language and to conform to similar
language in GSD Rule 45 (Notices) consistent with changes being proposed to GSD Rule 45 as described above as FICC uses the
same processes for GSD and MBSD. |
| MBSD Rule 36 | Revise the language to conform to similar language in GSD Rule 46 (Interpretation of Terms) as FICC uses the same processes
for GSD and MBSD. |
| MBSD Interpretative Guidance With Respect to Settlement Finality | Revise the language to clarify the meaning of certain defined terms and to harmonize with similar language in GSD Interpretive
Guidance with Respect to Settlement Finality consistent with certain changes being proposed to the GSD Interpretive Guidance
with Respect to Settlement Finality described above. |
| * See Securities Exchange Act Release No. 104831 (Feb. 12, 2026), 91 FR 7567 (Feb. 18, 2026) (SR-NSCC-2026-002) (describes proposed
changes to NSCC Rules that have now been implemented including changes to NSCC Rule 35). | |

| Rule | Proposed changes |
| --- | --- |
| EPN Article 1 Rule 1 | Add defined term “SEC” as that term is used in the EPN Rules elsewhere and not currently defined. |
| EPN Article III Rule 1 | Revise language relating to qualification and approval of applicants to clarify the approval process and requirements. |
| EPN Article V Rule 1 | Use the correct title for the President and Chief Executive Officer. |
| EPN Article V Rule 5 | Revise the language to clarify the process used by FICC relating to financial reports and to conform to similar language in
GSD Rule 35 (Financial Reports), MBSD Rule 26 (Financial Reports and Internal Accounting Control Reports), DTC Rule 15 (Reports)
and NSCC Rule 35 (Financial Reports). These proposed changes are consistent with certain changes being proposed to the GSD
Rule 35 and MBSD Rule 26 described above as FICC uses the same processes for GSD, MBSD and EPN. In addition, the changes will
be consistent with language in NSCC Rule 35 t and changes that DTC is in the process of making to DTC Rule 15 as the same processes are used by FICC, NSCC and DTC with
respect to financial reports. |
| EPN Article V Rule 6 | Use the defined term “SEC” proposed to be added in EPN Article 1, Rule 1 (Definitions) for Securities and Exchange Commission. |
| EPN Article V Rule 9 | Replace “from” with “by” in the phrase “delivered to or from the Corporation” to improve readability. |
| EPN Article V Rule 10 | Use the defined term “SEC” proposed to be added in EPN Article 1, Rule 1 (Definitions) for Securities and Exchange Commission. |
| EPN Article V Rule 16 | Revise the language to clarify the process used by FICC relating to notices, remove outdated language, and to conform to similar
language in GSD Rule 45 (Notices) and MBSD Rule 35 (Notices) as FICC uses the same processes for EPN, GSD and MBSD. |
| t See Securities Exchange Act Release No. 104831 (Feb. 12, 2026), 91 FR 7567 (Feb. 18, 2026) (SR-NSCC-2026-002) (describes proposed
changes to NSCC Rules that have now been implemented including changes to NSCC Rule 35). | |

2. Statutory Basis

Section 17A(b)(3)(F) of the Act requires, in part, that the Rules be designed to promote the prompt and accurate clearance
and settlement of securities transactions. (7)

FICC believes that the proposed changes to (i) correct or clarify language in the Rules, and (ii) harmonize the language in
the GSD Rules, MBSD Rules and the EPN Rules with each other and with the rulebooks of FICC's two clearing agency affiliates,
DTC and NSCC, are consistent with Section 17(A)(b)(3)(F) of the Act (8) because such changes would enhance the clarity and transparency of the Rules. By enhancing the clarity and transparency of
the Rules, the proposed changes would allow Members to more efficiently and effectively conduct their business in accordance
with the Rules, which FICC believes would promote the prompt and accurate clearance and settlement of securities transactions.
As such, FICC believes that the proposed changes would be consistent with Section 17A(b)(3)(F) of the Act. (9)

(B) Clearing Agency's Statement on Burden on Competition

FICC does not believe the proposed rule changes would impact competition. The proposed rule changes described above would
merely enhance the clarity and transparency of the Rules and would not significantly affect FICC's operations or the rights
and obligations of the membership. As such, FICC believes the proposed rule changes would not have any impact on competition
and would be consistent with Section 17A(b)(3)(I) of the Act. (10)

(C) Clearing Agency's Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others

FICC has not received or solicited any written comments relating to this proposal. If any written comments are received by
FICC, they will be publicly filed as an Exhibit 2 to this filing, as required by Form 19b-4 and the General Instructions thereto.

Persons submitting comments are cautioned that, according to Section IV (Solicitation of Comments) of the Exhibit 1A in the
General Instructions to Form 19b-4, the Commission does not edit personal identifying information from comment submissions.
Commenters should submit only information that they wish to make available publicly, including their name, email address,
and any other identifying information.

All prospective commenters should follow the Commission's instructions on how to submit comments, available at www.sec.gov/rules-regulations/how-submit-comment. General questions regarding the rule filing process or logistical questions regarding this filing should be directed to the
Main Office of the Commission's Division of Trading and Markets at tradingandmarkets@sec.gov or 202-551-5777.

FICC reserves the right to not respond to any comments received.

III. Date of Effectiveness of the Proposed Rule Change, and Timing for Commission Action

The foregoing rule change has become effective pursuant to Section 19(b)(3)(A) (11) of the Act and paragraph (f) of Rule 19b-4 thereunder. (12) At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend such
rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection
of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission
will institute proceedings to determine whether the proposed rule change should be approved or disapproved.

IV. Solicitation of Comments

Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the
proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods:

Electronic Comments

• Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or

• Send an email to rule-comments@sec.gov. Please include File Number SR-FICC-2026-006 on the subject line.

Paper Comments

• Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549. All submissions should refer to File Number SR-FICC-2026-006. 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 website (www.sec.gov/rules/sro.shtml). Copies of the filing will be available for inspection and copying at the principal office of FICC and on DTCC's website (www.dtcc.com/legal/sec-rule-filings). Do not include personal identifiable 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 protection. All submissions should refer to File Number SR-FICC-2026-006 and should be submitted on or before April 16, 2026.

For the Commission, by the Division of Trading and Markets, pursuant to delegated authority. (13)

Vanessa A. Countryman, Secretary. [FR Doc. 2026-05846 Filed 3-25-26; 8:45 am] BILLING CODE 8011-01-P

Footnotes

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

(2) 17 CFR 240.19b-4.

(3) 15 U.S.C. 78s(b)(3)(A).

(4) 17 CFR 240.19b-4(f)(4).

(5) Each capitalized term used herein and not otherwise defined shall have the meaning set forth in the GSD Rules, MBSD Clearing
Rules or the EPN Rules, as applicable, available at www.dtcc.com/legal/rules-and-procedures.

(6) Each capitalized term used herein and not otherwise defined shall have the meaning set forth in the DTC Rules or the NSCC
Rules, as applicable, available at www.dtcc.com/legal/rules-and-procedures.

(7) 15 U.S.C. 78q-1(b)(3)(F).

(8) Id.

(9) Id.

(10) 15 U.S.C. 78q-1(b)(3)(I).

(11) 15 U.S.C. 78s(b)(3)(A).

(12) 17 CFR 240.19b-4(f).

(13) 17 CFR 200.30-3(a)(12).

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