Subject: File No. SR-NYSE-2021-45
From: Jeffrey Ashby

March 14, 2022

I am writing in support of SR-NYSE-2021-45 as amended by Amendment No 2. I have read through the Amendment and feel that the changes made should more than satisfy the SEC concerns raised in Release No. 34-93741. The Sparc structure is far superior to the current Spac structure in many ways but most importantly it provides protections to retail investors, many of whom have lost money buying into Spacs at above NAV prices without even knowing what the company will eventually be after a deal has been made. After reading through every comment that has been submitted on this rule change, the overwhelming majority of them are in favor of the rule change being approved. There are very few negative comments, probably written by folks who have lost alot of money on Spac trades due to purchasing shares well above NAV before having any information about the company they are buying into, and are extremely angry. This rule change if allowed will only help them in the future since it requires a transaction to be completed BEFORE they decide to commit their capital. I feel this structure of Sparc provides the opportunity for retail investors to make informed decisions before deciding to invest their money, and is much safer and has much less investment risk than the current Spac structure . For these reasons i truly hope the SEC will approve this rule change.