Notice2026-09478

Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing of Proposed Rule Change, as Modified by Amendment No. 1 Thereto, To List and Trade Shares of iShares Bitcoin Premium Income ETF Under Nasdaq Rule 5711(d) (Commodity-Based Trust Shares)

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
May 13, 2026

Issuing agencies

Securities and Exchange Commission

Full Text

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<title>Federal Register, Volume 91 Issue 92 (Wednesday, May 13, 2026)</title>
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[Federal Register Volume 91, Number 92 (Wednesday, May 13, 2026)]
[Notices]
[Pages 27097-27104]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-09478]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-105424; File No. SR-NASDAQ-2025-085]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Filing of Proposed Rule Change, as Modified by Amendment No. 
1 Thereto, To List and Trade Shares of iShares Bitcoin Premium Income 
ETF Under Nasdaq Rule 5711(d) (Commodity-Based Trust Shares)

May 8, 2026.
    On September 30, 2025, The Nasdaq Stock Market LLC (``Nasdaq'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) of the Securities 
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a 
proposed rule change to list and trade shares (``Shares'') of the of 
the iShares Bitcoin Premium Income ETF (``Trust'') under Nasdaq Rule 
5711(d) (Commodity-Based Trust Shares). The proposed rule change was 
published for comment in the Federal Register on October 2, 2025.\3\
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 104148 (Sept. 30, 
2025), 90 FR 47846. The Commission has received no comments on the 
proposed rule change.
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    On November 3, 2025, pursuant to Section 19(b)(2) of the Act,\4\ 
the Commission designated a longer period within which to approve the 
proposed rule change, disapprove the proposed rule change, or institute 
proceedings to determine whether to disapprove the proposed rule 
change.\5\ On December 16, 2025, the Commission initiated proceedings 
under Section 19(b)(2)(B) of the Act \6\ to determine whether to 
approve or disapprove the proposed rule change.\7\ On March 10, 2026, 
pursuant to Section 19(b)(2) of the Act,\8\ the Commission designated a 
longer period for Commission action on proceedings to determine whether 
to approve or disapprove the proposed rule change.\9\
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    \4\ 15 U.S.C. 78s(b)(2).
    \5\ See Securities Exchange Act Release No. 104173, 90 FR 57424 
(Nov. 17, 2025). The Commission designated December 31, 2025, as the 
date by which the Commission shall approve or disapprove, or 
institute proceedings to determine whether to disapprove, the 
proposed rule change.
    \6\ 15 U.S.C. 78s(b)(2)(B).
    \7\ See Securities Exchange Act Release No. 104414, 90 FR 59600 
(Dec. 19, 2025).
    \8\ 15 U.S.C. 78s(b)(2).
    \9\ See Securities Exchange Act Release No. 104962, 91 FR 12466 
(Mar. 13, 2026) (designating May 30, 2026, as the date by which the 
Commission shall either approve or disapprove the proposed rule 
change).
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    On May 7, 2026, the Exchange filed with the Commission Amendment 
No. 1 to proposed rule change as described in Items I and II below, 
which Items have been prepared by the Exchange. Amendment No. 1 
replaces and supersedes the proposed rule change as originally filed. 
The Commission is publishing this notice to solicit comments on the 
proposed rule change, as modified by Amendment No. 1, from interested 
persons.

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to list and trade shares of iShares[supreg] 
Bitcoin Premium Income ETF (the ``Trust'') under Nasdaq Rule 5711(d) 
(``Commodity-Based Trust Shares''). The shares of the Trust are 
referred to herein as the ``Shares.'' This Amendment No. 1 supersedes 
the original filing in its entirety.
    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

[[Page 27098]]

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 Exchange proposes to list and trade the Shares under Nasdaq 
Rule 5711(d), which governs the listing and trading of Commodity-Based 
Trust Shares on the Exchange (``Generic Listing Standards'').\10\ 
iShares[supreg] Delaware Trust Sponsor LLC, a Delaware limited 
liability company and an indirect subsidiary of BlackRock, Inc. 
(``BlackRock''), is the sponsor of the Trust (the ``Sponsor''). 
BlackRock Financial Management, Inc., an affiliate of the Sponsor, is 
the investment advisor for the Trust (the ``Advisor'').\11\ The Trust 
will be an actively-managed exchange-traded product (``ETP''), that 
intends to be treated as a publicly-traded partnership for U.S. federal 
income tax purposes and is registered under the Securities Act of 1933, 
as amended (the ``1933 Act''). Rule 5711(d)(iii)(A)(2) currently 
requires Commodity-Based Trust Shares to be designed to reflect the 
performance of one or more reference assets or an index of reference 
assets, less expenses, and other liabilities. In other words, the 
Generic Listing Standards require Commodity-Based Trust Shares to be 
passively managed. For the securities options holdings of Commodity-
Based Trust Shares, the Generic Listing Standards require that such 
options be listed and traded on an ISG market. The Exchange submits 
this proposal because the Trust will be actively managed; however, it 
will meet all of the other requirements under the Generic Listing 
Standards. Any statements or representations included in this proposal 
regarding: (a) the description of the trust holdings or reference 
assets; (b) limitations on the trust holdings or reference assets; (c) 
dissemination and availability of the trust holdings, reference assets 
or intraday indicative value; or (d) the applicability of Exchange 
listing rules specified in this proposal shall constitute continued 
listing standards for the Shares listed on the Exchange. The Shares 
will be registered with the SEC by means of the Trust's registration 
statement on Form S-1 (the ``Registration Statement''), the latest 
version of which was filed with the SEC on April 1, 2026.\12\
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    \10\ The Commission approved Nasdaq Rule 5711 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 
Approval Order'').
    \11\ According to the Registration Statement (as defined below), 
the Advisor is registered as an investment adviser under the 
Investment Advisers Act of 1940, as amended.
    \12\ The Shares will not trade on the Exchange until such time 
that the Registration Statement is effective.
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Overview of the Trust
    The Shares will be issued by the Trust, a Delaware statutory trust. 
The Trust will operate pursuant to a trust agreement (the ``Trust 
Agreement'') between the Sponsor, a third party as the trustee of the 
Trust (the ``Trustee''), and Wilmington Trust, National Association, as 
Delaware trustee (the ``Delaware Trustee''). The Trust issues Shares 
representing fractional undivided beneficial interests in its net 
assets. The assets of the Trust consist of bitcoin, as well as shares 
of iShares Bitcoin Trust ETF (``IBIT'') (such shares, ``IBIT shares''), 
and cash, including premiums associated with written options 
(``options'', collectively with IBIT shares, the ``Securities''). The 
Trust seeks to reflect generally the performance of the price of 
bitcoin while providing premium income through an actively managed 
strategy of writing (selling) call options on IBIT shares (``IBIT 
options'') and, from time to time, on indices that track spot bitcoin 
ETPs, including IBIT (such indices, ``ETP Indices'' and options written 
on such ETP Indices, ``index options''). The Trust seeks to reflect 
such performance before payment of the Trust's expenses and 
liabilities. All options written by the Trust will be listed and traded 
on U.S. options exchanges.
    The Trust is not an investment company registered under the 
Investment Company Act of 1940, as amended (the ``1940 Act'') and, in 
accordance therewith, will not own or acquire Securities in excess of 
40% of the value of the Trust's total assets (excluding Government 
Securities (as defined in the 1940 Act) and cash items) on an 
unconsolidated basis.
    Coinbase Custody Trust Company, LLC (the ``Bitcoin Custodian'') is 
the custodian for the Trust's bitcoin holdings and maintains a custody 
account for the Trust. Coinbase, Inc., is the prime broker for the 
Trust and maintains a bitcoin trading account for the Trust. Bank of 
New York Mellon is a custodian for the Trust's Securities holdings (the 
``Securities Custodian'') and its cash holdings (the ``Cash Custodian'' 
and together with the Securities Custodian and Bitcoin Custodian, the 
``Custodians'').
Actively-Managed Strategies
    Actively-managed exchange-traded funds (``ETFs'') have become a 
significant and growing segment of the U.S. and global ETF markets. For 
example, in 2024, around 49% of all ETFs launched globally were active, 
and in the U.S., active ETF launches outnumbered index launches by 
nearly 4:1.\13\ Active ETFs in the U.S. represent the vast majority of 
total ETF launches in 2025,\14\ with over a third of U.S. ETF inflows 
coming from active strategies over the past two years.\15\ The Exchange 
believes that these figures demonstrate substantial market demand in 
actively-managed strategies, and that this proposal would benefit 
investors by providing a transparent, regulated investment vehicle as 
an alternative to less regulated avenues that investors could use to 
obtain bitcoin exposure.
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    \13\ See ``Decoding active ETFs,'' BlackRock, available at 
<a href="https://www.ishares.com/us/literature/whitepaper/decoding-active-etfs.pdf">https://www.ishares.com/us/literature/whitepaper/decoding-active-etfs.pdf</a>.
    \14\ See ``How active ETFs are unlocking innovation and 
opportunity for investors,'' BlackRock, available at <a href="https://www.ishares.com/us/insights/active-etf-investors">https://www.ishares.com/us/insights/active-etf-investors</a> (``Active ETFs 
accounted for 88% of all U.S.-listed ETF launches through June 2025, 
and 51% of global ETF launches.''); see also ``Monthly Active ETF 
Monitor (August 31, 2025),'' J.P.Morgan, available at <a href="https://am.jpmorgan.com/content/dam/jpm-am-aem/americas/us/en/insights/etf-insights/monthly-active-etf.pdf">https://am.jpmorgan.com/content/dam/jpm-am-aem/americas/us/en/insights/etf-insights/monthly-active-etf.pdf</a> (``60 active ETFs were launched in 
August. Active ETFs represent 85% of total ETF launches in 2025.'').
    \15\ See ``Decoding active ETFs,'' BlackRock, available at 
<a href="https://www.ishares.com/us/literature/whitepaper/decoding-active-etfs.pdf">https://www.ishares.com/us/literature/whitepaper/decoding-active-etfs.pdf</a> (``31% of net asset inflows come from actively managed 
strategies,'' sourcing BlackRock Global Business Intelligence data 
through June 2024); see also ``Monthly Active ETF Monitor (August 
31, 2025),'' J.P.Morgan, available at <a href="https://am.jpmorgan.com/content/dam/jpm-am-aem/americas/us/en/insights/etf-insights/monthly-active-etf.pdf">https://am.jpmorgan.com/content/dam/jpm-am-aem/americas/us/en/insights/etf-insights/monthly-active-etf.pdf</a> (``Over 37% of ETF flows in 2025 have gone into 
active strategies'').
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Background on Trust Holdings
    The Trust will invest primarily in spot bitcoin and IBIT,\16\ will 
hold cash, and will primarily write options on IBIT \17\ and in limited 
circumstances,

[[Page 27099]]

will write index options.\18\ All options written by the Trust are U.S. 
exchange-listed. Options written on IBIT may be standardized options or 
flexible exchange (``FLEX'') options, while index options will be 
standardized options.\19\ The Trust's IBIT holdings would be used to 
settle standardized IBIT options; either the Trust's IBIT holdings or 
cash holdings would be used to settle FLEX IBIT options; and the 
Trust's cash holdings would be used to settle index options, if, in any 
case, those written options positions are exercised. The Trust will 
write standardized IBIT options and, based on a number of factors, FLEX 
IBIT options. Such factors may include market conditions, options 
liquidity, and options' strike price, among other things. The Trust may 
also write standardized index options. Bitcoin, IBIT, IBIT options, and 
index options meet the eligibility criteria for Commodity-Based Trust 
Shares set forth in Rule 5711(d)(iv)(A) (Bitcoin) and (B) (IBIT, IBIT 
options, and index options).
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    \16\ The Commission approved the listing and trading of IBIT on 
January 10, 2024. See Securities Exchange Act Release No. 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-023-042; SR-CboeBZX-2023-044; SR-
CboeBZX-2023-072).
    \17\ The Commission approved the listing and trading of IBIT 
options on September 20, 2024. See Securities Exchange Act Release 
No. 101128 (September 20, 2024), 89 FR 78942 (September 26, 2024) 
(SR-ISE-2024-03).
    \18\ Cboe Options currently offers listed index options on the 
Cboe Bitcoin U.S. ETF Index and the Mini-Cboe Bitcoin U.S. ETF 
Index. See <a href="https://www.cboe.com/tradable_products/bitcoin-etf-index-options/">https://www.cboe.com/tradable_products/bitcoin-etf-index-options/</a>.
    \19\ FLEX options are presently available on multiple U.S. 
options exchanges and available for IBIT options. For example, both 
Nasdaq ISE and Cboe Options offer electronic FLEX trading today. 
Additionally, the Commission approved the trading of FLEX IBIT 
options on Nasdaq ISE. See Securities Exchange Act Release No. 
103563 (July 29, 2025), 90 FR 36242 (August 1, 2025) (SR-ISE-2025-
12).
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Bitcoin (BTC)
    Bitcoin is a digital asset that is created and transmitted through 
the operations of the peer-to-peer Bitcoin network, a decentralized 
network of computers that operates on cryptographic protocols (the 
``Bitcoin network''). No single entity owns or operates the Bitcoin 
network, the infrastructure of which is collectively maintained by its 
user base.
    The Bitcoin network allows people to exchange tokens of value, 
called bitcoin, which are recorded on a public transaction ledger known 
as the Bitcoin blockchain (the ``Bitcoin blockchain''). Bitcoin can be 
used to pay for goods and services, or it can be converted to fiat 
currencies, such as the U.S. dollar, at rates determined on bitcoin 
platforms that enable trading in bitcoin or in individual end-user-to-
end-user transactions under a barter system.
    The Bitcoin network is commonly understood to be decentralized and 
does not require governmental authorities or financial institution 
intermediaries to create, transmit or determine the value of bitcoin. 
Rather, bitcoin is created and allocated by the Bitcoin network 
protocol through a ``mining'' process. The value of bitcoin is 
determined by the supply of and demand for bitcoin-on-bitcoin platforms 
or in private end-user-to-end-user transactions.
    New bitcoins are created and rewarded to the miners of a block in 
the Bitcoin blockchain for verifying transactions. The Bitcoin 
blockchain is a shared database that includes all blocks that have been 
solved by miners and it is updated to include new blocks as they are 
solved. Each bitcoin transaction is broadcast to the Bitcoin network 
and, when included in a block, recorded in the Bitcoin blockchain. As 
each new block records outstanding bitcoin transactions, and 
outstanding transactions are settled and validated through such 
recording, the Bitcoin blockchain represents a complete, transparent, 
and unbroken history of all transactions of the Bitcoin network.
    Under the source code that governs the Bitcoin network, the supply 
of new bitcoin is mathematically controlled so that the number of 
bitcoin grows at a limited rate pursuant to a pre-set schedule. The 
number of bitcoin awarded for solving a new block is automatically 
halved after every 210,000 blocks are added to the Bitcoin blockchain, 
approximately every 4 years. This deliberately controlled rate of 
bitcoin creation means that the number of bitcoin in existence will 
increase at a controlled rate until the number of bitcoin in existence 
reaches the pre-determined 21 million bitcoin. However, the 21 million 
supply cap could be changed in a hard fork. A hard fork could change 
the source code to the Bitcoin network, including the 21 million 
bitcoin supply cap.
    Bitcoin's role as the dominant digital asset has positioned it as a 
key component of institutional portfolios and investment products. Its 
market dynamics are influenced by macroeconomic trends, adoption rates, 
and its regulatory environment, making it a focal point for the broader 
crypto industry. With a decentralized governance model and a community-
driven upgrade process, bitcoin continues to evolve while adhering to 
its core principles of decentralization and security.
Security Investments
    The Trust will invest in IBIT and write standardized options on 
IBIT and, based on a number of factors, may write FLEX IBIT options. 
Such factors may include market conditions, options liquidity, and 
options' strike price, among other things.\20\ It may also write 
standardized index options. As discussed above, all options written by 
the Trust are U.S. exchange-listed. Options written on IBIT may be 
standardized options or FLEX options, while index options will be 
standardized options. The Trust's options holdings will be available on 
its website (<a href="http://www.ishares.com">www.ishares.com</a>).
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    \20\ IBIT is issued by an affiliate of the Trust. As discussed 
above, the Trust will be managed by the Advisor, which is an 
affiliate of the Sponsor. The Trustee has adopted and implemented 
policies and procedures that are reasonably designed to ensure 
compliance with applicable law, which address conflicts of interest 
and affiliate transactions. Refer to the Trust's Registration 
Statement for additional details on the Trustee's policies and 
procedures.
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Creation and Redemption of Shares
    The Trust issues and redeems Baskets \21\ on a continuous basis. 
Baskets are typically issued only in exchange for all cash deposits. 
The Trust may, however, issue Baskets in exchange for partial cash 
deposits \22\ and in-kind deposits.\23\ Generally, the Trust redeems 
Shares only in Baskets in exchange for partial cash deposits. The Trust 
may, however, redeem Baskets in exchange for all cash deposits or in-
kind deposits. Whether the Trust accepts all cash, partial cash, or in-
kind deposits for the issuance and redemption of Baskets, the amount 
provided to the Trust will be equal to the Basket Amount \24\ for the 
business day on which the purchase order was received by the Trust.
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    \21\ Baskets will be offered continuously at NAV per Share for 
20,000 Shares.
    \22\ The Sponsor may in its sole discretion, allow authorized 
participants to purchase Baskets in exchange for a combination of 
cash, bitcoin, and/or IBIT shares, including cash that replaces 
bitcoin or IBIT shares (``partial cash'').
    \23\ The Sponsor may also in its sole discretion, allow 
authorized participants to purchase Baskets in exchange for bitcoin, 
IBIT shares and a cash amount (``in-kind'').
    \24\ ``Basket Amount'' means the amount of cash, bitcoin, and/or 
IBIT shares (depending on the type of transaction) that an 
Authorized Participant must deliver in exchange for one Basket, or 
that an Authorized Participant is entitled to receive in exchange 
for each Basket surrendered for redemption.
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    No Shares are issued unless the Trustee receives confirmation that 
the required consideration has been received in the account or accounts 
specified by the Trustee. The amount of consideration necessary for the 
creation of a Basket, or to be received upon redemption of a Basket, 
will vary over the life of the Trust, due to the payment or accrual of 
fees and other expenses or liabilities payable by the Trust. Baskets 
may be created or redeemed only by Authorized Participants, who pay 
BlackRock Investments, LLC (``BRIL''), an affiliate of the Sponsor that 
has been

[[Page 27100]]

retained by the Trust to perform certain order processing, Authorized 
Participant communications, and related services in connection with the 
issuance and redemption of Baskets (``ETF Services''), a transaction 
fee for each order to create or redeem Baskets. As part of its 
Authorized Participant communications, BRIL will communicate to 
Authorized Participants whether the Trust will permit all cash 
deposits, in-kind deposits or partial cash deposits in creation of 
Baskets or for redemptions for Baskets.
    The Sponsor will maintain ownership and control of bitcoin and 
Securities in a manner consistent with good delivery requirements for 
spot commodity transactions and securities transactions, respectively.
Net Asset Value
    The net asset value (``NAV'') of the Trust is used by the Trust in 
its day-to-day operations to measure the net value of the Trust's 
assets. The NAV of the Trust will be equal to the total assets of the 
Trust, which will consist of (1) the Trust's bitcoin, IBIT and cash, 
(2) any earnings on those assets, and (3) any other assets of the 
Trust, less total liabilities of the Trust, which includes the Trust's 
options positions, each determined by the Trustee pursuant to policies 
established from time to time by the Trustee or its affiliates as 
described herein. The Sponsor has the exclusive authority to determine 
the Trust's NAV, which it has delegated to the Trustee under the Trust 
Agreement. The Sponsor has delegated to the Trustee the responsibility 
to calculate the NAV and the NAV per Share for the Trust, based on a 
pricing source selected by the Trustee. In determining the Trust's NAV 
per Share, the Trustee will assess the value of bitcoin and the 
Securities. The Trustee has delegated to the trust administrator, Bank 
of New York Mellon, the responsibility to calculate the NAV, based on a 
pricing source selected by the Trustee.
Bitcoin Valuation
    The value of the bitcoin held by the Trust will be based on the 
index price, unless the Sponsor in its sole discretion determines that 
the index is unreliable. The CME CF Bitcoin Reference Rate--New York 
Variant for the Bitcoin--U.S. Dollar trading pair (the ``CF Benchmarks 
Index'') shall constitute the index (the ``Index''), unless the CF 
Benchmarks Index is not available or the Sponsor in its sole discretion 
determines that the CF Benchmarks Index is unreliable and therefore 
determines not to use the CF Benchmarks Index as the Index. If the CF 
Benchmarks Index is not available or the Sponsor determines, in its 
sole discretion, that the CF Benchmarks Index is unreliable, (together 
a ``Fair Value Event'') the Trust's holdings may be fair valued on a 
temporary basis in accordance with the fair value policies approved by 
the Trustee. If the CF Benchmarks Index is not used as the Index price, 
owners of the beneficial interests of Shares (the ``Shareholders'') 
will be notified in a prospectus supplement or on the Trust's website 
and, if this index change is on a permanent basis, a filing with the 
SEC under Rule 19b-4 of the Act will be required. A Fair Value Event 
value determination will be based upon all available factors that the 
Sponsor or Trustee deems relevant at the time of the determination, and 
may be based on analytical values determined by the Sponsor or Trustee 
using third-party valuation models. Fair value policies approved by the 
Trustee will seek to determine the fair value price that the Trust 
might reasonably expect to receive from the current sale of that asset 
or liability in an arm's-length transaction on the date on which the 
asset or liability is being valued consistent with ``Relevant 
Transactions''. In the instance of a Fair Value Event and pursuant the 
Sponsor's fair valuation policies and procedures Volume Weighted 
Average Prices (``VWAP'') or Volume Weighted Median Prices (``VWMP'') 
from another index administrator (``Secondary Index'') would be 
utilized. If a Secondary Index is not available or the Sponsor in its 
sole discretion determines the Secondary Index is unreliable the price 
set by the Trust's principal market as of 4:00 p.m. ET, on the 
valuation date would be utilized. In the event the principal market 
price is not available or the Sponsor in its sole discretion determines 
the principal market valuation is unreliable the Sponsor will use its 
best judgment to determine a good faith estimate of fair value. The 
Trustee identifies and determines the Trust's principal market (or in 
the absence of a principal market, the most advantageous market) for 
bitcoin consistent with the application of fair value measurement 
framework in FASB ASC 820-10.\25\ The principal market is the market 
where the reporting entity would normally enter into a transaction to 
sell the asset or transfer the liability. The principal market must be 
available to and be accessible by the reporting entity. The reporting 
entity is the Trust.
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    \25\ See FASB (Financial Accounting Standards Board) Accounting 
standards codification (ASC) 820-10. For financial reporting 
purposes only, the Trustee has adopted a valuation policy that 
outlines the methodology for valuing the Trust's assets. The policy 
also outlines the methodology for determining the principal market 
(or in the absence of a principal market, the most advantageous 
market) in accordance with FASB ASC 820-10.
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Intraday Indicative Value
    In order to provide updated information relating to the Trust for 
use by Shareholders, the Trust intends to publish an intraday 
indicative value per Share (``IIV''). The IIV will be calculated using 
data provided by one or more third-party data vendors. One or more 
major market data vendors will provide an IIV updated every 15 seconds, 
as calculated by a third-party financial data provider during the 
Exchange's regular market session of 9:30 a.m. to 4:00 p.m. ET (the 
``Regular Market Session''). The IIV will be calculated using the prior 
day's closing NAV per Share as a base and updating that value during 
the Exchange's Regular Market Session to reflect changes in the value 
of the Trust's NAV per Share during the trading day. The IIV is 
disseminated during the Exchange's Regular Market Session and should 
not be viewed as an actual real-time update of the NAV per Share, which 
will be calculated only once at the end of each trading day. The IIV 
will be widely disseminated on a per Share basis every 15 seconds 
during the Exchange's Regular Market Session by one or more major 
market data vendors. In addition, the IIV will be available through 
online information services.
Availability of Information
    The website for the Trust, which will be publicly accessible at no 
charge, will prominently disclose the information required under Rule 
5711(d)(v).
    The NAV per Share for the Trust will be calculated once a day and 
will be disseminated daily to all market participants at the same time. 
Quotation and last sale information regarding the Shares will be 
disseminated through the facilities of the relevant securities 
information processor. Also, an estimated value that reflects an 
estimated IIV will be disseminated. For more information on the IIV, 
including the calculation methodology, see ``Intraday Indicative Value 
above.
    The IIV disseminated during the Exchange's Regular Market Session 
should not be viewed as an actual real-time update of the NAV per 
Share, which will be calculated only once at the end of each trading 
day. The IIV will be widely disseminated on a per Share basis every 15 
seconds during the Exchange's Regular Market Session by one or more 
major market data vendors. In addition, the IIV will be available 
through online information services.

[[Page 27101]]

    Quotation and last sale information for the Trust's holdings are 
widely disseminated through a variety of major market data vendors. 
Information relating to trading, including price and volume 
information, in the Trust's holdings is available from major market 
data vendors and from the platforms on which such holdings are traded. 
Depth of book information is also available from those platforms. As it 
relates to bitcoin, the normal trading hours for platforms are 24 hours 
per day, 365 days per year.
    Information regarding market price and trading volume of the Shares 
will be continually available on a real-time basis throughout the day 
on brokers' computer screens and other electronic services. Information 
regarding the previous day's closing price and trading volume 
information for the Shares will be published daily in the financial 
section of newspapers.
Applicable Standard
    As noted above, the Commission has approved Generic Listing 
Standards for Commodity-Based Trust Shares.\26\ In the Generic Listing 
Standards Approval Order, the Commission found that the Generic Listing 
Standards were consistent with the Exchange Act and the rules and 
regulations thereunder applicable to a national securities 
exchange.\27\ In particular, the Commission found that the Generic 
Listing Standards were consistent with Section 6(b)(5) of the Exchange 
Act, which requires, among other things, that the Exchange's rules be 
designed to prevent fraudulent and manipulative acts and practices, 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 and are not designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers.\28\
---------------------------------------------------------------------------

    \26\ See supra note 3.
    \27\ See Generic Listing Standards Approval Order at 45417.
    \28\ Id.
---------------------------------------------------------------------------

    As noted above, the Trust's holdings of bitcoin, IBIT, IBIT 
options, and index options meet the eligibility criteria in the Generic 
Listing Standards under Rule 5711(d)(iv). As discussed above, the 
Trust's IBIT options holdings may be standardized or FLEX options, 
while index options will be standardized options. All of the Trust's 
options will be exchange-listed.
    In approving the Generic Listing Standards, the Commission found 
that these eligibility criteria would facilitate information sharing 
and help to ensure the availability of information necessary to aid in 
the detection and deterrence of potential fraud and manipulation with 
respect to a commodity or commodity underlying a commodity-based asset, 
and that the availability of such information can be reasonably 
expected to assist a listing exchange in its efforts to surveil for 
fraud and manipulation that may impact the Commodity-Based Trust 
Shares.\29\ With respect to IBIT options and index options, ISG 
membership would help to ensure the availability of information 
necessary to detect and deter potential manipulations and other trading 
abuses, thereby making the Commodity-Based Trust Shares less readily 
susceptible to manipulation.\30\
---------------------------------------------------------------------------

    \29\ See Generic Listing Standards Approval Order at 45418-19.
    \30\ See Generic Listing Standards Approval Order at 45419.
---------------------------------------------------------------------------

    With respect to the Trust's bitcoin holdings, today, both the 
Chicago Mercantile Exchange (``CME'') and Coinbase Derivatives, LLC 
(``Coinbase Derivatives'') offer trading in bitcoin futures. Nasdaq has 
a comprehensive surveillance-sharing agreement with both the CME and 
Coinbase Derivatives via its common membership in the Intermarket 
Surveillance Group (``ISG'').\31\ This facilitates the sharing of 
information that is available to the CME and Coinbase Derivatives 
through their surveillance of their respective markets, including their 
surveillance of their respective bitcoin futures market.
---------------------------------------------------------------------------

    \31\ For a list of the current members and affiliate members of 
ISG, see <a href="https://isgportal.org/public-members">https://isgportal.org/public-members</a>.
---------------------------------------------------------------------------

    With respect to the Trust's investments in Securities (i.e., IBIT, 
IBIT options and index options), which are all exchange-listed, the 
Exchange has the ability to obtain information regarding trading in 
these Securities from other markets that are members of the ISG. 
Accordingly, the Exchange believes that its ability to share 
information regarding trading in the Trust's investments from other 
markets via common ISG membership would assist the Exchange in 
surveilling for fraudulent and manipulative acts and practices.
Initial and Continued Listing
    The Shares will be subject to Nasdaq Rule 5711(d)(viii), which sets 
forth the initial and continued listing criteria applicable to 
Commodity-Based Trust Shares. The Exchange will obtain a representation 
that the Trust's NAV per Share will be calculated daily and will be 
made available to all market participants at the same time. A minimum 
of 80,000 Shares will be required to be outstanding at the time of 
commencement of trading on the Exchange. Upon termination of the Trust, 
the Shares will be removed from listing.
    As required in Nasdaq Rule 5711(d)(xii), the Exchange notes that 
any registered market maker (``Market Maker'') in the Shares must file 
with the Exchange, in a manner prescribed by the Exchange, and keep 
current a list identifying all accounts for trading the underlying 
commodity and commodity-based asset, which the registered Market Maker 
may have or over which it may exercise investment discretion. No 
registered Market Maker shall trade in an underlying commodity, 
commodity-based asset, or any other related derivative thereon in an 
account in which a registered Market Maker (1) directly or indirectly 
controls trading activities, or has a direct interest in the profits or 
losses thereof, (2) is required by this Rule to disclose to the 
Exchange, and (3) has not reported to Nasdaq.
    In addition to the existing obligations under Exchange rules 
regarding the production of books and records (see, e.g., Rule 4625), 
the registered Market Maker in Commodity-Based Trust Shares shall make 
available to the Exchange such books, records or other information 
pertaining to transactions by such entity or registered or non-
registered employee affiliated with such entity for its or their own 
accounts for trading the underlying commodity or commodity-based asset, 
or applicable derivatives of each of the foregoing, as may be requested 
by the Exchange.
    The Exchange is able to obtain information regarding trading in the 
Shares and the underlying securities, bitcoin, bitcoin futures 
contracts, or any other bitcoin derivative through members acting as 
registered Market Makers, in connection with their proprietary or 
customer trades.
    As a general matter, the Exchange has regulatory jurisdiction over 
its members, and their associated persons. The Exchange also has 
regulatory jurisdiction over any person or entity controlling a member, 
as well as a subsidiary or affiliate of a member that is in the 
securities business. A subsidiary or affiliate of a member organization 
that does business only in commodities would not be subject to Exchange 
jurisdiction, but the Exchange could obtain information regarding the 
activities of such subsidiary or affiliate through surveillance sharing 
agreements with regulatory organizations of which such subsidiary or 
affiliate is a member.

[[Page 27102]]

Trading Rules
    The Exchange deems the Shares to be equity securities, thus 
rendering trading in the Shares subject to the Exchange's existing 
rules governing the trading of equity securities. Transactions in the 
Shares will occur during the trading hours specified in Rule 4120. The 
Exchange has appropriate rules to facilitate transactions in the Shares 
during all trading sessions. The Shares of the Trust will conform to 
the initial and continued listing criteria set forth in Nasdaq Rule 
5711(d) and will comply with the requirements of Rule 10A-3 of the Act.
Trading Halts
    With respect to trading halts, the Exchange may consider all 
relevant factors in exercising its discretion to halt or suspend 
trading in the Shares. The Exchange will halt trading in the Shares 
under the conditions specified in Rules 4120, 4121, and 5711(d)(ix), 
including the conditions specified in Rules 4120(a)(9), 4120(a)(10), 
and 5711(d)(ix), and the trading pauses under Rules 4120(a)(11) and 
(12); provided, however, that with respect to the Trust's holdings, if 
the Exchange becomes aware that the Trust's holdings are not 
disseminated to all market participants at the same time, it will halt 
trading in the Shares until such time as the Trust's holdings are 
available to all market participants.
    Trading may be halted because of market conditions or for reasons 
that, in the view of the Exchange, make trading in the Shares 
inadvisable. These may include: (1) the extent to which trading is not 
occurring in the bitcoin and/or Securities underlying the Shares; or 
(2) whether other unusual conditions or circumstances detrimental to 
the maintenance of a fair and orderly market are present.
    In addition, pursuant to Rule 5711(d)(ix), the Exchange may halt 
trading during the day in which an interruption occurs in any of the 
scenarios specified therein. If the interruption persists past the 
trading day in which it occurred, the Exchange will halt trading no 
later than the beginning of the trading day following the interruption.
    In addition, if the Exchange becomes aware that the NAV or Trust's 
holdings with respect to the Shares are not disseminated to all market 
participants at the same time, it will halt trading in the Shares until 
such time as the NAV or Trust's holdings are available to all market 
participants.
Surveillance
    The Exchange believes that its surveillance procedures are adequate 
to properly monitor the trading of the Shares on the Exchange during 
all trading sessions and to deter and detect violations of Exchange 
rules and the applicable federal securities laws. The surveillance 
program includes real-time patterns for price and volume movements and 
post-trade surveillance patterns (e.g., spoofing, marking the close, 
pinging, phishing). Trading of Shares on the Exchange will be subject 
to the Exchange's surveillance program for derivative products, as well 
as cross-market surveillances administered by FINRA, on behalf of the 
Exchange pursuant to a regulatory services agreement, which are also 
designed to detect violations of Exchange rules and applicable federal 
securities laws. The Exchange is responsible for FINRA's performance 
under this regulatory services agreement.
    The Exchange will require the Trust to represent to the Exchange 
that it will advise the Exchange of any failure by the Trust to comply 
with the continued listing requirements, and, pursuant to its 
obligations under Section 19(g)(1) of the Exchange Act, the Exchange 
will surveil for compliance with the continued listing requirements. If 
the Trust is not in compliance with the applicable listing 
requirements, the Exchange will commence delisting procedures under the 
Nasdaq 5800 Series. In addition, the Exchange also has a general policy 
prohibiting the distribution of material, non-public information by its 
employees.
    The Exchange or FINRA, on behalf of the Exchange, or both, will 
communicate as needed regarding trading in the Shares and Securities 
with other markets and other entities that are members of the ISG, and 
the Exchange or FINRA, on behalf of the Exchange, or both, may obtain 
trading information regarding trading in the Shares, Securities, 
bitcoin futures, and the Trust's assets from such markets and other 
entities.
Information Circular
    Prior to the commencement of trading, the Exchange will inform its 
members in an information circular (``Information Circular'') of the 
special characteristics and risks associated with trading the Shares. 
Specifically, the Information Circular will discuss the following: (1) 
the procedures for creations and redemptions of Shares in Baskets (and 
that Shares are not individually redeemable); (2) Section 10 of Nasdaq 
General Rule 9, which imposes suitability obligations on Nasdaq members 
with respect to recommending transactions in the Shares to customers; 
(3) how information regarding the IIV and NAV is disseminated; (4) the 
risks involved in trading the Shares during the pre-market and post-
market sessions when an updated IIV will not be calculated or publicly 
disseminated; (5) the requirement that members deliver a prospectus to 
investors purchasing newly issued Shares prior to or concurrently with 
the confirmation of a transaction; and (6) trading information. The 
Information Circular will also discuss any exemptive, no action and 
interpretive relief granted by the Commission from any rules under the 
Act.
    The Information Circular will also reference the fact that there is 
no regulated source of last sale information regarding bitcoin, that 
the Commission has no jurisdiction over the trading of bitcoin as a 
commodity.
    Additionally, the Information Circular will reference that the 
Trust is subject to various fees and expenses described in the 
Registration Statement. The Information Circular will also disclose the 
trading hours of the Shares. The Information Circular will disclose 
that information about the Shares will be publicly available on the 
Trust's website.
Firewalls
    The Trust will be subject to the firewall requirements in Rule 
5711(d)(x), as applicable. In addition, if the current Advisor or any 
new advisor of the Trust is or becomes affiliated with a broker-dealer, 
the Advisor shall erect and maintain a ``firewall'' between the Advisor 
and the broker-dealer with respect to access to information concerning 
the composition and/or changes to the Trust's portfolio. Any personnel 
or person associated with the current Advisor or any new advisor who 
makes decisions pertaining to the Trust's portfolio must be subject to 
procedures designed to prevent the use and dissemination of material 
nonpublic information regarding the Trust's portfolio. In addition, any 
institution or reporting service that provides the Trust's portfolio 
must implement and maintain, or be subject to, procedures designed to 
prevent the use and dissemination of material non-public information 
regarding the actual components of the Trust's portfolio. Furthermore, 
the current Advisor and any new advisor of the Trust must establish, 
maintain, and enforce written policies and procedures reasonably 
designed to prevent the misuse of

[[Page 27103]]

material nonpublic information by the Advisor and any person associated 
with the Advisor.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\32\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\33\ 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.
---------------------------------------------------------------------------

    \32\ 15 U.S.C. 78f(b).
    \33\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission has approved numerous series Commodity-Based Trust 
Shares to be listed on U.S. national securities exchanges. In order for 
any proposed rule change from an exchange to be approved, the 
Commission must determine that, among other things, the proposal is 
consistent with the requirements of Section 6(b)(5) of the Act, 
specifically including: (i) the requirement that a national securities 
exchange's rules are designed to prevent fraudulent and manipulative 
acts and practices; and (ii) the requirement that an exchange proposal 
be designed, in general, to protect investors and the public interest. 
The Exchange believes that this proposal is consistent with the 
requirements of Section 6(b)(5) of the Act.
    As noted above, the Trust's holdings will meet the eligibility 
criteria in the Generic Listing Standards under Rule 5711(d)(iv). These 
eligibility criteria are generally designed to ensure that the Exchange 
can obtain information regarding trading in the assets held by the 
Trust issuing the Commodity-Based Trust Shares. This, in turn, would 
assist in monitoring the trading in such Shares on the Exchange and to 
deter and detect violations of Exchange rules and applicable federal 
securities laws, thereby making the Shares less readily susceptible to 
fraud and manipulation.
    With respect to the Trust's bitcoin holdings, today, both the CME 
and Coinbase Derivatives offer trading in bitcoin futures. Nasdaq has a 
comprehensive surveillance-sharing agreement with both the CME and 
Coinbase Derivatives via its common ISG membership. This facilitates 
the sharing of information that is available to the CME and Coinbase 
Derivatives through their surveillance of their respective markets, 
including their surveillance of their respective bitcoin futures 
market.
    With respect to the Trust's investments in Securities (i.e., IBIT, 
IBIT options, and index options), the Exchange has the ability to 
obtain information regarding trading in these Securities from other 
markets that are members of the ISG. Accordingly, the Exchange believes 
that its ability to share information regarding trading in the Trust's 
Securities investments from other markets via common ISG membership 
would assist the Exchange in surveilling for fraudulent and 
manipulative acts and practices.
    While the Trust will be an actively-managed product, the Exchange 
does not believe this raises any novel regulatory issues under the Act. 
Indeed, in the context of SEC Rule 6c-11 ETFs, the Commission did not 
distinguish between active and passive management, and found they 
function similarly with respect to operational matters.\34\ There, the 
Commission concluded: ``[w]e therefore believe that eliminating the 
regulatory distinction between index-based ETFs and actively managed 
ETFs for purposes of exemptive relief under the Act will help to 
provide a more consistent and transparent regulatory framework for ETFs 
organized as open-end funds. This approach is consistent with our 
regulation of other types of open-end funds, which does not distinguish 
between actively managed and index-based strategies.'' In other words, 
the regulatory framework treats active and passive ETFs registered 
under the 1940 Act as functionally similar from a market oversight 
perspective. The Exchange believes that extending this logic to the 
ETPs registered under the 1933 Act will bring regulatory parity between 
actively-managed ETPs under the 1933 Act and 1940 Act. Furthermore, as 
discussed above, the Exchange believes there is substantial market 
demand for actively-managed strategies, and that this proposal would 
benefit investors by providing a transparent, regulated investment 
vehicle as an alternative to less regulated avenues that investors 
could use to obtain bitcoin exposure.
---------------------------------------------------------------------------

    \34\ See Securities Exchange Act Release No. 33-10695 (September 
26, 2019), 84 FR 57162 (October 24, 2019), at 57168.
---------------------------------------------------------------------------

    In addition, the Exchange is adopting equivalent safeguards around 
trading halts and firewalls that are already in place for other 
actively-managed products listed and trading on the Exchange today. 
Specifically, if the Exchange becomes aware that the Trust's holdings 
are not disseminated to all market participants at the same time, it 
will halt trading in the Shares until such time as the Trust's holdings 
are available to all market participants. This aligns with the trading 
halt provisions in the Exchange's Managed Fund Shares \35\ rule in Rule 
5735(d)(2)(D).\36\ The Exchange believes that the trading halt 
provisions are reasonably designed to prevent trading when a reasonable 
degree of transparency cannot be assured, and to ensure fair and 
orderly markets for the Shares. The proposed rule change also adds 
firewall requirements consistent with Managed Fund Shares' firewall 
requirements, including to erect firewalls between the Advisor and any 
affiliated broker-dealer, and to implement (and/or be subject to) 
procedures around material, non-public information.\37\ These 
requirements provide additional protections against the potential 
misuse of material, non-public information related to the Shares and 
are designed to prevent fraudulent and manipulative acts and practices 
with respect to the Shares and the underlying portfolio, consistent 
with the Act.
---------------------------------------------------------------------------

    \35\ A Managed Fund Share is an actively-managed ETF, and is 
defined as a security that (a) represents an interest in a 
registered investment company (``Investment Company'') organized as 
an open-end management investment company or similar entity, that 
invests in a portfolio of securities selected by the Investment 
Company's investment adviser consistent with the Investment 
Company's investment objectives and policies; (b) is issued in a 
specified aggregate minimum number in return for a deposit of a 
specified portfolio of securities and/or a cash amount with a value 
equal to the next determined net asset value; and (c) when 
aggregated in the same specified minimum number, may be redeemed at 
a holder's request, which holder will be paid a specified portfolio 
of securities and/or cash with a value equal to the next determined 
net asset value. See Rule 5735(c)(1).
    \36\ Rule 5735(d)(2)(D) provides that if Nasdaq becomes aware 
that the net asset value or the Disclosed Portfolio with respect to 
a series of Managed Fund Shares is not disseminated to all market 
participants at the same time, it will halt trading in such series 
until such time as the net asset value or the Disclosed Portfolio is 
available to all market participants. As defined in Rule 5735(c)(2), 
the term ``Disclosed Portfolio'' means the identities and quantities 
of the securities and other assets held by the Investment Company 
that will form the basis for the Investment Company's calculation of 
net asset value at the end of the business day.
    \37\ See Rule 5735(d)(2)(B)(ii) and (g) for substantially 
similar provisions.
---------------------------------------------------------------------------

    The Exchange further believes that the proposed rule change is 
designed to prevent fraudulent and manipulative acts and practices and 
to protect investors and the public interest in that the Shares will be 
listed and traded on the Exchange pursuant to the initial and continued 
listing criteria set forth in Nasdaq Rule 5711(d). The Exchange has in 
place surveillance procedures that are adequate to properly monitor 
trading in the Shares in all trading sessions and to deter and detect 
violations of Exchange

[[Page 27104]]

rules and applicable federal securities laws. As discussed above, the 
surveillance program includes real-time patterns for price and volume 
movements and post-trade surveillance patterns (e.g., spoofing, marking 
the close, pinging, phishing). Trading of Shares on the Exchange will 
be subject to the Exchange's surveillance program for derivative 
products, as well as cross-market surveillances administered by FINRA, 
on behalf of the Exchange pursuant to a regulatory services agreement, 
which are also designed to detect violations of Exchange rules and 
applicable federal securities laws. The Exchange is responsible for 
FINRA's performance under this regulatory services agreement.
    The Exchange will require the Trust to represent to the Exchange 
that it will advise the Exchange of any failure by the Trust to comply 
with the continued listing requirements, and, pursuant to its 
obligations under Section 19(g)(1) of the Exchange Act, the Exchange 
will surveil for compliance with the continued listing requirements. If 
the Trust is not in compliance with the applicable listing 
requirements, the Exchange will commence delisting procedures under the 
Nasdaq 5800 Series. In addition, the Exchange also has a general policy 
prohibiting the distribution of material, non-public information by its 
employees.
    The Exchange will communicate as needed regarding trading in the 
Shares and Securities with other markets and other entities that are 
members of the ISG, and the Exchange may obtain trading information 
regarding trading in the Shares, Securities, listed bitcoin futures, 
and the Trust's assets from such markets and other entities that are 
members of ISG.
    Trading in Shares of the Trust will be halted if the circuit 
breaker parameters have been reached or because of market conditions or 
for reasons that, in the view of the Exchange, make trading in the 
Shares inadvisable. These may include unusual conditions or 
circumstances detrimental to the maintenance of a fair and orderly 
market.
    The proposed rule change is designed to perfect the mechanism of a 
free and open market and, in general, to protect investors and the 
public interest in that it will facilitate the listing and trading of 
Shares that will enhance competition among market participants, to the 
benefit of investors and the marketplace.
    For all the above reasons, the Exchange believes that the proposed 
rule change is consistent with the requirements of Section 6(b)(5) of 
the Act.

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. The Exchange notes that the 
proposed rule change will rather facilitate the listing and trading of 
an additional ETP that will enhance competition among both market 
participants and listing venues, to the benefit of investors and the 
marketplace.

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. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
change, as modified by Amendment No. 1, 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#0775726b622a64686a6a626973744774626429606871"><span class="__cf_email__" data-cfemail="196b6c757c347a7674747c776d6a596a7c7a377e766f">[email&#160;protected]</span></a>. Please include 
file number SR-NASDAQ-2025-085 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-2025-085. 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-2025-085 and should be submitted 
on or before June 3, 2026.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\38\
---------------------------------------------------------------------------

    \38\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Vanessa A. Countryman,
Secretary.
[FR Doc. 2026-09478 Filed 5-12-26; 8:45 am]
BILLING CODE 8011-01-P


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Indexed from Federal Register on May 13, 2026.

This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.