Notice2025-19197
Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend iShares Bitcoin Trust and iShares Ethereum 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
October 1, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 188 (Wednesday, October 1, 2025)</title>
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[Federal Register Volume 90, Number 188 (Wednesday, October 1, 2025)]
[Notices]
[Pages 47411-47412]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-19197]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-104130; File No. SR-NASDAQ-2025-082]
Self-Regulatory Organizations; The Nasdaq Stock Market LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Amend iShares Bitcoin Trust and iShares Ethereum Trust
September 29, 2025.
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 September 26, 2025, The Nasdaq Stock Market LLC (``Nasdaq'' or
``Exchange'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and
II, below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend the iShares[supreg] Bitcoin Trust
(``IBIT'') and the iShares[supreg] Ethereum Trust (``ETHA'') to permit
IBIT and ETHA to come under the generic listing standards of that rule.
The Exchange requests that the Commission waive the five business day
prior notice period under Rule 19b-4(f)(6)(iii).\3\ While these
amendments are effective upon filing, the Exchange has designated the
proposed amendments to be operative by Q1 2026.
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\3\ 17 CFR 240.19b-4(f)(6)(iii).
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The text of the proposed rule change is available on the Exchange's
website at <a href="https://listingcenter.nasdaq.com/rulebook/nasdaq/rulefilings">https://listingcenter.nasdaq.com/rulebook/nasdaq/rulefilings</a>, and at the principal office of the Exchange.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange 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 Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Commission approved the listing and trading of shares (``IBIT
Shares'') of IBIT on the Exchange pursuant to Nasdaq Rule 5711(d) \4\
on January 10, 2024.\5\ The Commission also approved the listing and
trading of shares (``ETHA Shares'') of ETHA on the Exchange pursuant to
Nasdaq Rule 5711(d) on May 23, 2024.\6\ The Exchange now proposes to
permit IBIT and ETHA to operate in reliance on the Generic Listing
Standards instead of the terms of the IBIT Filing and ETHA Filing, as
applicable. IBIT will comply with the Generic Listing Standards by Q1
2026. ETHA will comply with the Generic Listing Standards by Q1 2026.
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\4\ The Commission approved Nasdaq Rule 5711(d) in Securities
Exchange Act Release No. 66648 (March 23, 2012), 77 FR 19428 (March
30, 2012) (SR-NASDAQ-2012-013). The Commission subsequently approved
amendments to Rule 5711(d) to adopt generic listing standards for
Commodity-Based Trust Shares. See Securities Exchange Act Release
No. 103995 (September 17, 2025), 90 FR 45414 (September 22, 2025)
(SR-NASDAQ-2025-056; SR-CboeBZX-2025-104; SR-NYSEARCA-2025-54)
(Order Granting Accelerated Approval of Proposed Rule Changes, as
Modified by Amendments Thereto, to Adopt Generic Listing Standards
for Commodity-Based Trust Shares) (``Generic Listing Standards'').
\5\ See Securities Exchange Act Release Nos. 99306 (January 10,
2024), 89 FR 3008 (January 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) (``Bitcoin ETP Approval''); and 103571 (July 29,
2025), 90 FR 36248 (August 1, 2025) (SR-NASDAQ-2025-008; SR-NASDAQ-
2025-038; SR-CboeBZX-2025-010; SR-CboeBZX-2025-023; SR-CboeBZX-2025-
031; SR-CboeBZX-025-033; SR-CboeBZX-2025-035; SR-CboeBZX-2025-050;
SR-NYSEARCA-2025-38) (``In-Kind Approval'' and together with Bitcoin
ETP Approval, the ``IBIT Filing'').
\6\ See Securities Exchange Act Release No. 100224 (May 23,
2024), 89 FR 46937 (May 30, 2024) (Self-Regulatory Organizations;
NYSE Arca, Inc.; The Nasdaq Stock Market LLC; Cboe BZX Exchange,
Inc.; Order Granting Accelerated Approval of Proposed Rule Changes,
as Modified by Amendments Thereto, To List and Trade Shares of
Ether-Based Exchange-Traded Products) (``ETH ETP Approval''); and
In-Kind Approval (In-Kind Approval together with ETH ETP Approval
will hereinafter be referred to as the ``ETHA Filing'').
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Upon switching over to the Generic Listing Standards, IBIT and ETHA
will each meet the requirements of the Generic Listing Standards under
Rule 5711(d) and will be required to comply with the continued listing
standards on an ongoing basis, as set forth in that rule. Upon
switching over, any requirements for listing as specified in the IBIT
Filing and ETHA Filing, as applicable, that differ from the
requirements of the Generic Listing Standards will no longer be
applicable to such security.
2. Statutory Basis
The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\7\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\8\ in particular, in that it is designed to promote
just and equitable principles of trade, to remove impediments to and
perfect the mechanism of a free and open market and a national market
system, and, in general to protect investors and the public interest.
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\7\ 15 U.S.C. 78f(b).
\8\ 15 U.S.C. 78f(b)(5).
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The Exchange believes that its proposal to permit IBIT and ETHA to
operate in reliance on the Generic Listing Standards instead of the
terms of the IBIT Filing and ETHA Filing, as applicable, is consistent
with the Act. In particular, the IBIT Shares and ETHA Shares would be
listed and traded on the Exchange pursuant to the Generic Listing
Standards in Rule 5711(d), which the Commission found are reasonably
designed to prevent fraudulent and manipulative acts and practices and
protects investors and the public interest.\9\ Upon switching over to
the Generic Listing Standards, IBIT and ETHA will each meet the
requirements of the Generic Listing Standards under Rule 5711(d) and
will be required to comply with the continued listing standards on an
ongoing basis, as set forth in that rule.
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\9\ See supra note 4.
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition not necessary or appropriate in
furtherance of the purposes of the Act. As discussed above, IBIT and
ETHA are converting their listings under the terms of the IBIT
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Filing and ETHA Filing, as applicable, to the Generic Listing
Standards. Upon switching over to the Generic Listing Standards, IBIT
and ETHA will each meet the requirements of the Generic Listing
Standards under Rule 5711(d) and will be required to comply with the
continued listing standards on an ongoing basis, as set forth in that
rule. Accordingly, the Exchange does not believe its proposal would
impose any undue burden on competition.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \10\ and Rule 19b-4(f)(6) thereunder.\11\
Because the proposed rule change does not: (i) significantly affect the
protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, if consistent with the protection of
investors and the public interest, the proposed rule change has become
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) \12\ thereunder.
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\10\ 15 U.S.C. 78s(b)(3)(A).
\11\ 17 CFR 240.19b-4(f)(6).
\12\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii)
requires the Exchange to give the Commission written notice of its
intent to file the proposed rule change, along with a brief
description and text of the proposed rule change, at least five
business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission. The
Exchange requested waiver of the five-day prefiling requirement for
this proposal for the reasons stated in its filing, which the
Commission hereby grants.
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At any time within 60 days of the filing of such 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 shall institute proceedings under
Section 19(b)(2)(B) \13\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
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\13\ 15 U.S.C. 78s(b)(2)(B).
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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
<bullet> Use the Commission's internet comment form (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#cfbdbaa3aae2aca0a2a2aaa1bbbc8fbcaaace1a8a0b9"><span class="__cf_email__" data-cfemail="ee9c9b828bc38d8183838b809a9dae9d8b8dc0898198">[email protected]</span></a>. Please include
file number SR-NASDAQ-2025-082 on the subject line.
Paper Comments
<bullet> Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to file number SR-NASDAQ-2025-082. 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 (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>). Copies of the filing will be available for inspection and
copying at the principal office of the Exchange. 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-NASDAQ-2025-082 and should be submitted
on or before October 22, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
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\14\ 17 CFR 200.30-3(a)(12) and (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-19197 Filed 9-30-25; 8:45 am]
BILLING CODE 8011-01-P
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