Notice2024-16941
Self-Regulatory Organizations; NYSE Arca, Inc.; Cboe BZX Exchange, Inc.; Order Granting Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Grayscale Bitcoin Mini Trust and Granting Accelerated Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Pando Asset Spot Bitcoin Trust
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
August 1, 2024
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 89 Issue 148 (Thursday, August 1, 2024)</title>
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[Federal Register Volume 89, Number 148 (Thursday, August 1, 2024)]
[Notices]
[Pages 62821-62824]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-16941]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-100610; File Nos. SR-NYSEARCA-2024-45; SR-CboeBZX-2023-
101]
Self-Regulatory Organizations; NYSE Arca, Inc.; Cboe BZX
Exchange, Inc.; Order Granting Approval of a Proposed Rule Change, as
Modified by Amendment No. 1, To List and Trade Shares of the Grayscale
Bitcoin Mini Trust and Granting Accelerated Approval of a Proposed Rule
Change, as Modified by Amendment No. 1, To List and Trade Shares of the
Pando Asset Spot Bitcoin Trust
July 26, 2024.
I. Introduction
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Exchange Act'') \1\ and Rule 19b-4 thereunder,\2\ each of NYSE Arca,
Inc. (``NYSE Arca'') and Cboe BZX Exchange, Inc. (``BZX'', and together
with NYSE Arca, the ``Exchanges'') filed with the Securities and
Exchange Commission (``Commission'') proposed rule changes to list and
trade shares of the following. NYSE Arca proposes to list and trade
shares of the Grayscale Bitcoin Mini Trust \3\ under NYSE Arca Rule
8.201-E (Commodity-Based Trust Shares); and BZX proposes to list and
trade shares of the Pando Asset Spot Bitcoin Trust \4\ under BZX Rule
14.11(e)(4) (Commodity-Based Trust Shares). Each filing was subject to
notice and comment.\5\
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Notice of Filing of Proposed Rule Change, as Modified by
Amendment No. 1, To List and Trade Shares of the Grayscale Bitcoin
Mini Trust Under NYSE Arca Rule 8.201-E, Commodity-Based Trust
Shares, Securities Exchange Act Release No. 100290 (June 6, 2024),
89 FR 49931 (June 12, 2024) (SR-NYSEARCA-2024-45) (``Grayscale
Filing'').
\4\ See Notice of Filing of Amendment No. 1 to a Proposed Rule
Change To List and Trade Shares of the Pando Asset Spot Bitcoin
Trust Under BZX Rule 14.11(e)(4), Commodity-Based Trust Shares,
Securities Exchange Act Release No. 100420 (June 25, 2024), 89 FR
54555 (July 1, 2024) (SR-CboeBZX-2023-101) (``Pando Filing'').
\5\ The Commission did not receive any comments on SR-NYSEARCA-
2024-45. Comments received on SR-CboeBZX-2023-101 are available at
<a href="https://www.sec.gov/comments/sr-cboebzx-2023-101/srcboebzx2023101.htm">https://www.sec.gov/comments/sr-cboebzx-2023-101/srcboebzx2023101.htm</a>.
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Each of the foregoing proposed rule changes, as modified by their
respective amendments, is referred to herein as a ``Proposal'' and
together as the ``Proposals.'' Each trust described in a Proposal is
referred to herein as a ``Trust'' and together as the ``Trusts.'' As
described in more detail in the Proposals' respective amended
filings,\6\ each Proposal seeks to list and trade shares of a Trust
that would hold spot bitcoin,\7\ in whole or in part.\8\ This order
approves the Proposals.\9\
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\6\ See supra notes 3-4.
\7\ Bitcoins are digital assets that are issued and transferred
via a distributed, open-source protocol used by a peer-to-peer
computer network through which transactions are recorded on a public
transaction ledger known as the ``Bitcoin blockchain.'' The Bitcoin
protocol governs the creation of new bitcoins and the cryptographic
system that secures and verifies bitcoin transactions.
\8\ Each Trust proposes to hold spot bitcoin. The Pando Asset
Spot Bitcoin Trust also proposes to hold cash and cash equivalents.
See Pando Filing at 54563.
\9\ The Pando Filing is being approved on an accelerated basis.
See infra Section III.
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II. Discussion and Commission Findings
After careful review, the Commission finds that the Proposals are
consistent with the Exchange Act and rules and regulations thereunder
applicable to a national securities exchange.\10\ In particular, the
Commission finds that the Proposals are consistent with Section 6(b)(5)
of the Exchange Act,\11\ which requires, among other things, that the
Exchanges' rules be designed to ``prevent fraudulent and manipulative
acts and practices'' and, ``in general, to protect investors and the
public interest;'' and with Section 11A(a)(1)(C)(iii) of the Exchange
Act,\12\ which sets forth Congress' finding that it is in the public
interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers, and investors of information with respect to
quotations for and transactions in securities.
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\10\ In approving the Proposals, the Commission has considered
the Proposals' impacts on efficiency, competition, and capital
formation. See 15 U.S.C. 78c(f).
\11\ 15 U.S.C. 78f(b)(5).
\12\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
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A. Exchange Act Section 6(b)(5)
The Commission has explained that one way an exchange that lists
bitcoin-based exchange-traded products (``ETPs'') can meet the
obligation under Exchange Act Section 6(b)(5) that its rules be
designed to prevent fraudulent and manipulative acts and practices is
by demonstrating that the exchange has a comprehensive surveillance-
sharing agreement with a regulated market of significant size related
to the underlying or reference assets.\13\ Such an agreement
[[Page 62822]]
would assist in detecting and deterring fraud and manipulation related
to that underlying asset.
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\13\ See, e.g., Order Granting Accelerated Approval of Proposed
Rule Changes, as Modified by Amendments Thereto, To List and Trade
Bitcoin-Based Commodity-Based Trust Shares and Trust Units,
Securities Exchange Act Release No. 99306 (Jan. 10, 2024), 89 FR
3008 (Jan. 17, 2024) (SR-NYSEARCA-2021-90; SR-NYSEARCA-2023-44; SR-
NYSEARCA-2023-58; SR-NASDAQ-2023-016; SR-NASDAQ-2023-019; SR-
CboeBZX-2023-028; SR-CboeBZX-2023-038; SR-CboeBZX-2023-040; SR-
CboeBZX-2023-042; SR-CboeBZX-2023-044; SR-CboeBZX-2023-072) (``Spot
Bitcoin ETP Approval Order''); Order Granting Approval of a Proposed
Rule Change, as Modified by Amendment No. 2, To List and Trade
Shares of the Teucrium Bitcoin Futures Fund Under NYSE Arca Rule
8.200-E, Commentary .02 (Trust Issued Receipts), Securities Exchange
Act Release No. 94620 (Apr. 6, 2022), 87 FR 21676 (Apr. 12, 2022)
(SR-NYSEARCA-2021-53). The Commission has provided an illustrative
definition for ``market of significant size'' to include a market
(or group of markets) as to which (a) there is a reasonable
likelihood that a person attempting to manipulate the ETP would also
have to trade on that market to successfully manipulate the ETP, so
that a surveillance-sharing agreement would assist in detecting and
deterring misconduct, and (b) it is unlikely that trading in the ETP
would be the predominant influence on prices in that market. See
Order Setting Aside Action by Delegated Authority and Disapproving a
Proposed Rule Change, as Modified by Amendments No. 1 and 2, To List
and Trade Shares of the Winklevoss Bitcoin Trust, Securities
Exchange Act Release No. 83723 (July 26, 2018), 83 FR 37579, 37594
(Aug. 1, 2018) (SR-BatsBZX-2016-30) (``Winklevoss Order'').
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The Commission has also consistently recognized, however, that this
is not the exclusive means by which an ETP listing exchange can meet
this statutory obligation.\14\ A listing exchange could, alternatively,
demonstrate that ``other means to prevent fraudulent and manipulative
acts and practices will be sufficient'' to justify dispensing with a
surveillance-sharing agreement with a regulated market of significant
size.\15\ In the Spot Bitcoin ETP Approval Order, the Commission
determined that having a comprehensive surveillance-sharing agreement
with a U.S.-regulated market that, based on evidence from robust
correlation analysis, is consistently highly correlated with the ETPs'
underlying assets (spot bitcoin) constituted ``other means'' sufficient
to satisfy the Exchange Act Section 6(b)(5) standard.\16\ Specifically,
given the consistently high correlation between the bitcoin futures
market of the Chicago Mercantile Exchange (``CME'') and a sample of
spot bitcoin markets--confirmed by the Commission through robust \17\
correlation analysis using data at hourly, five-minute, and one-minute
intervals--the Commission was able to conclude that fraud or
manipulation that impacts prices in spot bitcoin markets would likely
similarly impact CME bitcoin futures prices. And because the CME's
surveillance can assist in detecting those impacts on CME bitcoin
futures prices, the Commission was able to conclude that the
comprehensive surveillance-sharing agreement among the listing
exchanges and the CME can be reasonably expected to assist in
surveilling for fraudulent and manipulative acts and practices in the
specific context of the proposals considered in the Spot Bitcoin ETP
Approval Order.
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\14\ See, e.g., Winklevoss Order at 37580; Spot Bitcoin ETP
Approval Order at 3009.
\15\ See Spot Bitcoin ETP Approval Order at 3009 (quoting
Winklevoss Order at 37580).
\16\ See id. at 3009-11.
\17\ The Commission stated that the ``robustness'' of its
correlation analysis rested on the pre-requisites of (1) the
correlations being calculated with respect to bitcoin futures that
trade on the CME, a U.S. market regulated by the Commodity Futures
Trading Commission, (2) the lengthy sample period of price returns
for both the CME bitcoin futures market and the spot bitcoin market,
(3) the frequent intra-day trading data in both the CME bitcoin
futures market and the spot bitcoin market over that lengthy sample
period, and (4) the consistency of the correlation results
throughout the lengthy sample period. See id. at 3010 n.38.
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With respect to the present Proposals, the structure of the Trusts,
the terms of their operation and the trading of their shares, and the
representations in their respective amended filings are substantially
similar to those of the proposals considered in the Spot Bitcoin ETP
Approval Order.\18\ In addition, the Commission finds that the spot
bitcoin market continues to be consistently highly correlated with the
CME bitcoin futures market.\19\ As such, based on the record before the
Commission, including the Commission's correlation analysis, the
Commission is able to conclude that the Exchanges' comprehensive
surveillance-sharing agreement with the CME can be reasonably expected
to assist in surveilling for fraudulent and manipulative acts and
practices in the specific context of the Proposals.
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\18\ See also infra Section II.B.
\19\ The Commission examined correlation between the CME bitcoin
futures market and the Coinbase and Kraken spot bitcoin trading
platforms at hourly, five-minute, and one-minute intervals, using
the same data sources and methodology as in the Spot Bitcoin ETP
Approval Order (see Spot Bitcoin ETP Approval Order at 3010 n.35),
for the period from March 1, 2021, to March 29, 2024. The
correlation between the CME bitcoin futures market and this subset
of spot bitcoin platforms for the full sample period is no less than
98.3 percent using data at an hourly interval, 89.7 percent using
data at a five-minute interval, and 73.9 percent using data at a
one-minute interval. The rolling three-month correlation results
range between 91.9 and 99.3 percent using data at an hourly
interval, 76.6 and 94.9 percent using data at a five-minute
interval, and 62.7 and 83.3 percent using data at a one-minute
interval.
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B. Exchange Act Section 11A(a)(1)(C)(iii)
Each Proposal sets forth aspects of its proposed ETP, including the
availability of pricing information, transparency of portfolio
holdings, and types of surveillance procedures, that are consistent
with other ETPs that the Commission has approved.\20\ This includes
commitments regarding: the availability via the Consolidated Tape
Association of quotation and last-sale information for the shares of
each Trust; the availability on the websites of each Trust of certain
information related to the Trusts, including net asset values; the
dissemination of intra-day indicative values by one or more major
market data vendors, updated every 15 seconds throughout the Exchanges'
regular trading hours; the Exchanges' surveillance procedures and
ability to obtain information regarding trading in the shares of the
Trusts; the conditions under which the Exchanges would implement
trading halts and suspensions; and the requirements of registered
market makers in the shares of each Trust.\21\ In addition, in each
Proposal, the applicable Exchange deems the shares of the applicable
Trust to be equity securities, thus rendering trading in such shares
subject to that Exchange's existing rules governing the trading of
equity securities.\22\ Further, the applicable listing rules of each
Exchange require that all statements and representations made in its
filing regarding, among others, the description of the applicable
Trust's holdings, limitations on such holdings, and the applicability
of that Exchange's listing rules specified in the filing, will
constitute continued listing requirements.\23\ Moreover, each Proposal
states that: its sponsor has represented to the applicable Exchange
that it will advise that Exchange of any failure to comply with the
applicable continued listing requirements; pursuant to obligations
under Section 19(g)(1) of the Exchange Act, that Exchange will monitor
for compliance with the continued listing requirements; and if the
applicable Trust is not in compliance with the applicable listing
requirements, that Exchange will commence delisting procedures.\24\
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\20\ See, e.g., Spot Bitcoin ETP Approval Order at 3011;
Securities Exchange Act Release No. 61220 (Dec. 22, 2009), 74 FR
68895 (Dec. 29, 2009) (SR-NYSEARCA-2009-94) (Order Granting Approval
of Proposed Rule Change Relating To Listing and Trading Shares of
the ETFS Palladium Trust); Securities Exchange Act Release No. 94518
(Mar. 25, 2022), 87 FR 18837 (Mar. 31, 2022) (SR-NYSEARCA-2021-65)
(Notice of Filing of Amendment No. 1 and Order Granting Accelerated
Approval of a Proposed Rule Change, as Modified by Amendment No. 1,
To List and Trade Shares of the Sprott ESG Gold ETF Under NYSE Arca
Rule 8.201-E (Commodity-Based Trust Shares); Securities Exchange Act
Release No. 100224 (May 23, 2024), 89 FR 46937 (May 30, 2024) (SR-
NYSEARCA-2023-70; SR-NYSEARCA-2024-31; SR-NASDAQ-2023-045; SR-
CboeBZX-2023-069; SR-CboeBZX-2023-070; SR-CboeBZX-2023-087; SR-
CboeBZX-2023-095; SR-CboeBZX-2024-018) (Order Granting Accelerated
Approval of Proposed Rule Changes, as Modified by Amendments
Thereto, To List and Trade Shares of Ether-Based Exchange-Traded
Products).
\21\ See Grayscale Filing at 49941-43; Pando Filing at 54564-67.
\22\ See Grayscale Filing at 49942; Pando Filing at 54566.
\23\ See NYSE Arca Rule 8.201-E(e)(2)(vii); BZX Rule 14.11(a).
\24\ See Grayscale Filing at 49943; Pando Filing at 54567.
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The Commission therefore finds that the Proposals, as with other
ETPs that the Commission has approved,\25\ are reasonably designed to
promote fair disclosure of information that may be necessary to price
the shares of the Trusts appropriately, to prevent trading when a
reasonable degree of transparency cannot be assured, to safeguard
material non-public information relating to the Trusts'
[[Page 62823]]
portfolios, and to ensure fair and orderly markets for the shares of
the Trusts.
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\25\ See supra note 20.
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C. Comments
Some commenters state that bitcoin is a volatile asset and approval
of spot bitcoin ETPs could amplify that volatility,\26\ making spot
bitcoin ETPs unsuitable for some retail investors.\27\ The Commission
finds that the Proposals are consistent with the Section 6(b)(5)
requirement that the Exchanges' rules be designed to protect investors
and the public interest because, in addition to the factors discussed
in Section II.A and II.B above, existing rules and standards of conduct
would apply to recommending and advising investments in the shares of
the Trusts. For example, when broker-dealers recommend ETPs to retail
customers, Regulation Best Interest (``Reg BI'') would apply.\28\ Reg
BI requires broker-dealers to, among other things, exercise reasonable
diligence, care, and skill when making a recommendation to a retail
customer to: (1) understand potential risks, rewards, and costs
associated with the recommendation and have a reasonable basis to
believe that the recommendation could be in the best interest of at
least some retail customers; and (2) have a reasonable basis to believe
the recommendation is in the best interest of a particular retail
customer based on that retail customer's investment profile.\29\ In
addition, investment advisers have a fiduciary duty under the
Investment Advisers Act of 1940 comprised of a duty of care and a duty
of loyalty. These obligations require the adviser to act in the best
interest of its client and not subordinate its client's interest to its
own.\30\
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\26\ See, e.g., Letter from Gaurav Mehra, dated Dec. 22, 2023,
regarding SR-CboeBZX-2023-101 (``Mehra Letter'').
\27\ See, e.g., Letter from Shweta Gulati, dated Jan. 3, 2024,
regarding SR-CboeBZX-2023-101 (``Gulati Letter'').
\28\ Exchange Act rule 15l-1(a).
\29\ Exchange Act rules 15l-1(a)(2)(ii)(A) and (B). Separately,
under Reg BI's Conflict of Interest Obligation, broker-dealers must
establish, maintain, and enforce written policies and procedures
reasonably designed to, among other things, identify and disclose or
eliminate all conflicts of interest associated with a recommendation
and mitigate conflicts of interest at the associated person level.
See Exchange Act rules 15l-1(a)(2)(iii)(A) and (B). To the extent
that broker-dealers recommend ETPs to customers who are not retail
customers covered by Reg BI, FINRA Rule 2111 requires, in part, that
a member broker-dealer or associated person ``have a reasonable
basis to believe that a recommended transaction or investment
strategy involving a security or securities is suitable for the
customer, based on the information obtained through the reasonable
diligence of the [broker-dealer] or associated person to ascertain
the customer's investment profile.''
\30\ See Commission Interpretation Regarding Standard of Conduct
for Investment Advisers, Investment Advisers Act Release No. 5248
(June 5, 2019), 84 FR 33669 (July 12, 2019), at 33671; Investment
Company Act Release No. 34084 (Nov. 2, 2020), 85 FR 83162 (Dec. 21,
2020), at 83217 (discussing the best interest standard of conduct
for broker-dealers and the fiduciary obligations of investment
advisers in the context of all ETPs).
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Commenters also raised concerns with bitcoin's susceptibility to
fraud and manipulation,\31\ including wash trading,\32\ and with
custody arrangements and susceptibility of the Trusts' bitcoin to hacks
and theft.\33\ The Commission acknowledges commenters' concerns.
Pursuant to Section 19(b)(2) of the Exchange Act, however, the
Commission must approve a proposed rule change filed by a national
securities exchange if it finds that the proposed rule change is
consistent with the applicable requirements of the Exchange Act.\34\
For the reasons described above, the Commission finds that the
Proposals satisfy the requirements of the Exchange Act, including the
requirement in Section 6(b)(5) \35\ that the Exchanges' rules be
designed to ``prevent fraudulent and manipulative acts and practices.''
\36\
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\31\ See, e.g., Gulati Letter; Letter from Prashant Saksena,
dated Jan. 1, 2024, regarding SR-CboeBZX-2023-101 (``Prashant
Letter''); Letter from Swatantra G., dated Dec. 28, 2023, regarding
SR-CboeBZX-2023-101; Letter from Harish Reddy, dated Jan. 4, 2024,
regarding SR-CboeBZX-2023-101; Letter from Snigdha Guha, dated Jan.
6, 2024, regarding SR-CboeBZX-2023-101.
\32\ See, e.g., Mehra Letter.
\33\ See, e.g., Prashant Letter; Letter from Melissa Hayes,
dated Dec. 26, 2023, regarding SR-CboeBZX-2023-101.
\34\ See Exchange Act Section 19(b)(2)(C), 15 U.S.C.
78s(b)(2)(C). The Commission does not apply a ``cannot be
manipulated'' standard; rather, the Commission examines whether a
proposal meets the requirements of the Exchange Act. See, e.g.,
Winklevoss Order at 37582. The Commission does not understand the
Exchange Act to require that a particular product or market be
immune from manipulation. Rather, the inquiry into whether the rules
of an exchange are designed to prevent fraudulent and manipulative
acts and practices and, in general, to protect investors and the
public interest, has long focused on the mechanisms in place for the
detection and deterrence of fraud and manipulation.
\35\ 15 U.S.C. 78f(b)(5).
\36\ See also Spot Bitcoin ETP Approval Order at 3013
(discussing custody concerns raised by commenters).
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Commenters also address, among other things: the use of bitcoin for
illicit activities,\37\ such as sanctions evasion,\38\ money-
laundering,\39\ and terrorist finance; \40\ the environmental impacts
of bitcoin mining; \41\ the potential impacts of spot bitcoin ETP
approvals on lower-income countries' financial development; \42\ on
democracy, human rights, and civil liberties; \43\ and on inflation;
\44\ and the benefits of blockchain technology.\45\ Ultimately,
however, for the reasons described above, the Commission is approving
the Proposals because it finds that the Proposals satisfy the
requirements of the Exchange Act, including the requirement in Section
6(b)(5) \46\ that the Exchanges' rules be designed to ``prevent
fraudulent and manipulative acts and practices.''
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\37\ See, e.g., Letter from Arun Gogia, dated Dec. 30, 2023,
regarding SR-CboeBZX-2023-101 (``Gogia Letter''); Letter from Dhiraj
Kafle, dated Jan. 2, 2024, regarding SR-CboeBZX-2023-101; Letter
from Bhrigu Wadhwa, dated Jan. 2, 2024, regarding SR-CboeBZX-2023-
101; Letter from Vir Vijay Singh, dated Jan. 4, 2024, regarding SR-
CboeBZX-2023-101.
\38\ See, e.g., Letter from Borislava Pupaza, dated Dec. 29,
2023, regarding SR-CboeBZX-2023-101 (``Pupaza Letter''); Letter from
Amit Budhiraja, dated Jan. 2, 2024, regarding SR-CboeBZX-2023-101
(``Budhiraja Letter''); Letter from Anurag Saksena, dated Jan. 2,
2024, regarding SR-CboeBZX-2023-101 (``Anurag Letter'').
\39\ See, e.g., Letter from Vipin Agarwal, dated Jan. 2, 2024,
regarding SR-CboeBZX-2023-101.
\40\ See, e.g., Letter from Sameer Tiwari, dated Jan. 5, 2024,
regarding SR-CboeBZX-2023-101.
\41\ See, e.g., Gogia Letter.
\42\ See, e.g., Letter from Mohit Gupta, dated Dec. 29, 2023,
regarding SR-CboeBZX-2023-101.
\43\ See, e.g., Pupaza Letter; Budhiraja Letter; Anurag Letter.
\44\ See, e.g., Gulati Letter.
\45\ See, e.g., Letter from Miguel A. Suro Carrasco, dated Jan.
3, 2024, regarding SR-CboeBZX-2023-101.
\46\ 15 U.S.C. 78f(b)(5).
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III. Accelerated Approval of The Pando Filing
The Commission finds good cause to approve the Pando Filing prior
to the 30th day after the date of publication of notice of its
Amendment No. 1 \47\ in the Federal Register. The amendment clarified
the description of its Trust; further described the terms of the Trust;
and conformed various representations in the amended filing to BZX's
listing standards and to representations that exchanges have made for
other ETPs that the Commission has approved.\48\ The amended filing is
now substantially similar to other spot bitcoin ETPs that the
Commission has approved,\49\ and as discussed above in Section II.A,
the spot bitcoin market and the CME bitcoin futures market remain
consistently highly correlated. Accordingly, the Commission finds good
cause, pursuant to Section 19(b)(2) of the Exchange Act,\50\ to approve
the Pando Filing on an accelerated basis.
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\47\ See supra note 4.
\48\ See also supra Section II.B.
\49\ See Spot Bitcoin ETP Approval Order.
\50\ 15 U.S.C. 78s(b)(2).
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IV. Conclusion
This approval order is based on all of the Exchanges'
representations and descriptions in their respective
[[Page 62824]]
amended filings, which the Commission has carefully evaluated as
discussed above.\51\ For the reasons set forth above, including the
Commission's correlation analysis, the Commission finds, pursuant to
Section 19(b)(2) of the Exchange Act,\52\ that the Proposals are
consistent with the requirements of the Exchange Act and the rules and
regulations thereunder applicable to a national securities exchange,
and in particular, with Section 6(b)(5) and Section 11A(a)(1)(C)(iii)
of the Exchange Act.\53\
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\51\ See supra notes 3-4. In addition, the shares of the Trust
in SR-NYSEARCA-2024-45 must comply with the requirements of NYSE
Arca Rule 8.201-E (Commodity-Based Trust Shares) to be listed and
traded on NYSE Arca on an initial and continuing basis; and the
shares of the Trust in SR-CboeBZX-2023-101 must comply with the
requirements of BZX Rule 14.11(e)(4) (Commodity-Based Trust Shares)
to be listed and traded on BZX on an initial and continuing basis.
\52\ 15 U.S.C. 78s(b)(2).
\53\ 15 U.S.C. 78f(b)(5); 15 U.S.C. 78k-1(a)(1)(C)(iii).
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It is therefore ordered, pursuant to Section 19(b)(2) of the
Exchange Act,\54\ that the Grayscale Filing (SR-NYSEARCA-2024-45) be,
and hereby is, approved; and that the Pando Filing (SR-CboeBZX-2023-
101) be, and hereby is, approved on an accelerated basis.
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\54\ 15 U.S.C. 78s(b)(2).
\55\ 17 CFR 200.30-3(a)(12).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\55\
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-16941 Filed 7-31-24; 8:45 am]
BILLING CODE 8011-01-P
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