[Federal Register Volume 90, Number 188 (Wednesday, October 1, 2025)]
[Notices]
[Pages 47365-47367]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-19100]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-104105; File No. SR-CboeBZX-2025-135]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
the Fidelity Wise Origin Bitcoin Fund, VanEck Bitcoin ETF, 21Shares
Ethereum ETF, Fidelity Ethereum Fund, and the VanEck Ethereum ETF,
Shares of Which Were Approved To List and Trade on the Exchange
Pursuant to BZX Rule 14.11(e)(4)
September 26, 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, Cboe BZX Exchange, Inc. (the ``Exchange'' or
``BZX'') 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 Exchange
filed the proposal as a ``non-controversial'' proposed rule change
pursuant to Section 19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-
4(f)(6) thereunder.\4\ 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.
\3\ 15 U.S.C. 78s(b)(3)(A)(iii).
\4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe BZX Exchange, Inc. (``BZX'' or the ``Exchange'') is filing
with the Securities and Exchange Commission (``Commission'' or ``SEC'')
a proposed rule change to amend the Fidelity Wise Origin Bitcoin Fund,
VanEck Bitcoin ETF,\5\ 21Shares Ethereum ETF,\6\ Fidelity Ethereum
Fund, and the VanEck Ethereum ETF,\7\ (collectively, the ``Funds''),
shares ('' Fund Shares'') of which have been approved by the Commission
to list and trade on the Exchange pursuant to BZX Rule 14.11(e)(4)
under an approval order, to permit the Funds to list and trade under
the generic listing standards of that rule effective October 1, 2025.
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\5\ The Exchange notes that the name of the VanEck Bitcoin ETF
changed from the ``VanEck Bitcoin Trust'' to the ``VanEck Bitcoin
ETF''.
\6\ The Exchange notes that the name of the 21Shares Ethereum
ETF changed from the ``21Shares Core Ethereum ETF'' to the
``21Shares Ethereum ETF''.
\7\ The Exchange notes that the name of the VanEck Ethereum ETF
changed from the ``VanEck Ethereum Trust'' to the ``VanEck Ethereum
ETF''.
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The text of the proposed rule change is also available on the
Commission's website (https://www.sec.gov/rules/sro.shtml), the
Exchange's website (https://www.cboe.com/us/equities/
[[Page 47366]]
regulation/rule_filings/bzx/), 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 has previously approved the listing and trading of
shares for each of the Funds under Rule 14.11(e)(4),\8\ and all Funds
currently list and trade on the Exchange. The Exchange now proposes to
transition these Funds to operate under the recently Commission-
approved generic listing standards for Commodity-Based Trust Shares
pursuant to Rule 14.11(e)(4) (``Amended Rule 14.11(e)(4)'') effective
October 1, 2025.\9\
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\8\ See Securities Exchange Act Nos. 99306 (January 10, 2024) 89
FR 3008 (January 17, 2024) (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) (the ``Bitcoin ETP Approval Order''); 100224 (May 23, 2024)
89 FR 46937 (May 30, 2024) (Order Granting Accelerated Approval of
Proposed Rule Changes, as Modified by Amendments Thereto, To List
and Trade Shares of Ether-Based Exchange-Traded Products) (the
``Ethereum ETP Approval Order'', and together with the Bitcoin ETP
Approval Order the ``Original Approval Orders'').
\9\ See Securities Exchange Act No. 103995 (September 17, 2025)
90 FR 45414 (September 22, 2025) (SR-CboeBZX-2025-104) (Order
Granting Accelerated Approval of Proposed Rule Changes, as Modified
by Amendments Thereto, To Adopt Generic Listing Standards for
Commodity-Based Trust Shares).
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The Funds will meet the requirements of Amended Rule 14.11(e)(4)
and will be required to comply with the continued listing requirements
set forth in such Rule
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of Section 6(b) of the
Act.\10\ Specifically, the Exchange believes the proposed rule change
is consistent with the Section 6(b)(5) \11\ requirements that the rules
of an exchange be designed to prevent fraudulent and manipulative acts
and practices, to promote just and equitable principles of trade, to
foster cooperation and coordination with persons engaged in regulating,
clearing, settling, processing information with respect to, and
facilitating transactions in securities, 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.
Additionally, the Exchange believes the proposed rule change is
consistent with the Section 6(b)(5) \12\ requirement that the rules of
an exchange not be designed to permit unfair discrimination between
customers, issuers, brokers, or dealers.
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\10\ 15 U.S.C. 78f(b).
\11\ 15 U.S.C. 78f(b)(5).
\12\ Id.
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The Exchange believes the proposed rule change is designed to
remove impediments to and perfect the mechanism of a free and open
market and, in general, to protect investors and the public interest
because it would provide for the transition of the Funds from being
listed pursuant to the Original Approval Orders to Amended Rule
14.11(e)(4) instead. The proposed change would allow each of the Fund
Shares to continue listing and trading on the Exchange and permit the
Funds to operate in reliance on the generic listing standards in
Amended Rule 14.11(e)(4) instead of the terms of the Original Approval
Orders, thereby facilitating the continued listing and trading of
exchange-traded products that will enhance competition among market
participants, to the benefit of investors and the marketplace. Each of
the Funds will meet the requirements of Amended Rule 14.11(e)(4) and
will be required to comply with the continued listing standards set
forth in Amended Rule 14.11(e)(4).
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 that is not necessary or appropriate
in furtherance of the purpose of the Act. As discussed above, the
proposed change is intended to facilitate the continued listing and
trading of the Funds on the Exchange, thereby promoting competition
among exchange-traded products 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
The Exchange neither solicited nor received comments on the
proposed rule change.
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) of the Act \13\ and Rule 19b-4(f)(6) \14\ thereunder.
Because the foregoing proposed rule change does not: (i) significantly
affect the protection of investors or the public interest; (ii) impose
any significant burden on competition; or (iii) become operative for 30
days from the date on which it was filed, or such shorter time as the
Commission may designate, it has become effective pursuant to Section
19(b)(3)(A) of the Act \15\ and Rule 19b-4(f)(6) \16\ thereunder.
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\13\ 15 U.S.C. 78s(b)(3)(A).
\14\ 17 CFR 240.19b-4(f)(6).
\15\ 15 U.S.C. 78s(b)(3)(A).
\16\ 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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A proposed rule change filed under Rule 19b-4(f)(6) \17\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\18\ the Commission
may designate a shorter time if such action is consistent with
protection of investors and the public interest. The Exchange has asked
the Commission to waive the 30-day operative delay so that the proposed
rule change may become operative immediately upon filing. The
Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest
because it will allow the Exchange to implement the proposed rule
change without delay and does not introduce any novel regulatory
issues. Accordingly, the Commission designates the proposed rule change
to be operative upon filing.\19\
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\17\ 17 CFR 240.19b-4(f)(6).
\18\ 17 CFR 240.19b-4(f)(6)(iii).
\19\ For purposes only of waiving the 30-day operative delay,
the Commission also has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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[[Page 47367]]
At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
file number SR-CboeBZX-2025-135 on the subject line.
Paper Comments
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-CboeBZX-2025-135. 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 (https://www.sec.gov/rules/sro.shtml). 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-CboeBZX-2025-135 and should be submitted
on or before October 22, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\20\
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\20\ 17 CFR 200.30-3(a)(12) and (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-19100 Filed 9-30-25; 8:45 am]
BILLING CODE 8011-01-P