\84\ These statistics are based on samples of bitcoin liquidity
in USD (excluding stablecoins or Euro liquidity) based on executable
quotes on Coinbase Pro, Gemini, Bitstamp, Kraken, LMAX Exchange,
BinanceUS, and OKCoin during February 2021.
---------------------------------------------------------------------------

    As noted above, the Commission also permits a listing exchange to
demonstrate that ``other means to prevent fraudulent and manipulative
acts and practices'' are sufficient to justify dispensing with the
requisite surveillance-sharing agreement. The Exchange and Sponsor
believe that such conditions are present.
Surveillance Sharing Agreement
    The Commission also permits a listing exchange to demonstrate that
``other means to prevent fraudulent and manipulative acts and
practices'' are sufficient to justify dispensing with the requisite
surveillance-sharing agreement. The Exchange and Sponsor believe that
such conditions are present. The Exchange is proposing to take
additional steps to those described above to supplement its ability to
obtain information that would be helpful in detecting, investigating,
and deterring fraud and market manipulation in the Commodity-Based
Trust Shares. On June 21, 2023, the Exchange reached an agreement on
terms with Coinbase, Inc. (``Coinbase''), an operator of a United
States-based spot trading platform for Bitcoin that represents a
substantial portion of US-based and USD denominated Bitcoin
trading,\85\ to enter into a surveillance-sharing agreement (``Spot BTC
SSA'') and executed an associated term sheet. Based on this agreement
on terms, the Exchange and Coinbase will finalize and execute a
definitive agreement that the parties expect to be executed prior to
allowing trading of the Commodity-Based Trust Shares.
---------------------------------------------------------------------------

    \85\ According to a Kaiko Research report dated June 26, 2023,
Coinbase represented roughly 50% of exchange trading volume in USD-
BTC trading on a daily basis during May 2023.
---------------------------------------------------------------------------

    The Spot BTC SSA is expected to be a bilateral surveillance-sharing
agreement between the Exchange and Coinbase that is intended to
supplement the Exchange's market surveillance program. The Spot BTC SSA
is expected to have the hallmarks of a surveillance-sharing agreement
between two members of the ISG, which would give the Exchange
supplemental access to data regarding spot Bitcoin trades on Coinbase
where the Exchange determines it is necessary as part of its
surveillance program for the Commodity-Based Trust Shares.\86\ This
means that the Exchange expects to receive market data for orders and
trades from Coinbase, which it will utilize in surveillance of the
trading of Commodity-Based Trust Shares. In addition, the Exchange can
request further information from Coinbase related to spot bitcoin
trading activity on the Coinbase exchange platform, if the Exchange
determines that such information would be necessary to detect and
investigate potential

manipulation in the trading of the Commodity-Based Trust Shares.\87\
---------------------------------------------------------------------------

    \86\ For additional information regarding ISG and the hallmarks
of surveillance-sharing between ISG members, see https://isgportal.org/overview.
    \87\ The Exchange also notes that it already has in place ISG-
like surveillance sharing agreement with Cboe Digital Exchange, LLC
and Cboe Clear Digital, LLC.
---------------------------------------------------------------------------

In-Kind Creation and Redemption
    Further, and consistent with prior points above, offering only in-
kind creation and redemption will provide unique protections against
potential attempts to manipulate the Shares. While the Sponsor believes
that the Benchmark which it uses to value the Trust's bitcoin is itself
resistant to manipulation based on the methodology further described
below, the fact that creations and redemptions are only available in-
kind makes the manipulability of the Benchmark significantly less
important. Specifically, because the Trust will not accept cash to buy
bitcoin in order to create new shares or, barring a forced redemption
of the Trust or under other extraordinary circumstances, be forced to
sell bitcoin to pay cash for redeemed shares, the price that the
Sponsor uses to value the Trust's bitcoin is not particularly
important.\88\ When authorized participants are creating with the
Trust, they need to deliver a certain number of bitcoin per share
(regardless of the valuation used) and when they're redeeming, they can
similarly expect to receive a certain number of bitcoin per share. As
such, even if the price used to value the Trust's bitcoin is
manipulated (which the Sponsor believes that its methodology is
resistant to), the ratio of bitcoin per Share does not change and the
Trust will either accept (for creations) or distribute (for
redemptions) the same number of bitcoin regardless of the value. This
not only mitigates the risk associated with potential manipulation, but
also discourages and disincentivizes manipulation of the Benchmark
because there is little financial incentive to do so.
---------------------------------------------------------------------------

    \88\ While the Benchmark will not be particularly important for
the creation and redemption process, it will be used for calculating
fees.
---------------------------------------------------------------------------

Wise Origin Bitcoin Trust
    The Registration Statement includes the following description of
the Trust and its operations. The Trust will issue Shares that
represent fractional undivided beneficial interests in and ownership of
the Trust. The Trust is a Delaware statutory trust that operates
pursuant to the Declaration of Trust and Trust Agreement (the ``Trust
Agreement''), between Sponsor and Delaware Trust Company, the Delaware
trustee of the Trust (the ``Trustee''). Sponsor manages the Trust and
is responsible for the ongoing registration of the Shares. The Trust
will engage Fidelity Service Company, Inc. (``FSC''), a Sponsor
affiliate, to be the administrator (``Administrator''). A third-party
transfer agent (the ``Transfer Agent'') will facilitate the issuance
and redemption of Shares of the Trust and respond to correspondence by
Trust Shareholders and others relating to its duties, maintain
Shareholder accounts, and make periodic reports to the Trust.\89\
Another affiliate of Sponsor, Fidelity Distributors Corporation, will
be the marketing agent (``Marketing Agent'') in connection with the
creation and redemption of ``Baskets'' of Shares. The Sponsor will
provide assistance in the marketing of the Shares. FDAS, another
Sponsor affiliate, will serve as the Custodian.
---------------------------------------------------------------------------

    \89\ The Exchange notes that the Sponsor is finalizing
negotiations with several service providers, and it will submit an
amendment to this proposal upon finalization of those arrangements.
---------------------------------------------------------------------------

    According to the Registration Statement, the Trust is neither an
investment company registered under the Investment Company Act of 1940,
as amended (the ``1940 Act''),\90\ nor a commodity pool for purposes of
the Commodity Exchange Act (``CEA''), and neither the Trust nor the
Sponsor is subject to regulation as a commodity pool operator or a
commodity trading adviser in connection with the Shares.
---------------------------------------------------------------------------

    \90\ 15 U.S.C. 80a-1.
---------------------------------------------------------------------------

    The Trust's investment objective is to seek to track the
performance of bitcoin, as measured by the performance of the Fidelity
Bitcoin Index PR (the ``Index''), less the Trust's expenses and other
liabilities. In seeking to achieve its investment objective, the Trust
will hold bitcoin and will value its Shares daily as of 4:00 p.m.
Eastern time using the same methodology used to calculate the Index and
process all creations and redemptions in transactions with authorized
participants. The Trust is not actively managed.
The Bitcoin Custodian
    The Sponsor has selected FDAS to be the Trust's Custodian. FDAS is
a New York state limited liability trust \91\ that serves as bitcoin
custodian to institutional and individual investors. The Custodian
maintains a substantial portion of the private keys associated with the
Trust's bitcoin in ``cold storage'' or similarly secure technology.
Cold storage is a safeguarding method with multiple layers of
protections and protocols, by which the private key(s) corresponding to
the Trust's bitcoin is (are) generated and stored in an offline manner.
Private keys are generated in offline computers that are not connected
to the internet so that they are resistant to being hacked. Cold
storage of private keys may involve keeping such keys on a non-
networked computer or electronic device or storing the public key and
private keys on a storage device (for example, a USB thumb drive) or
printed medium and deleting the keys from all computers.
---------------------------------------------------------------------------

    \91\ New York state trust companies are subject to rigorous
oversight similar to other types of entities, such as nationally
chartered banking entities, that hold customer assets. Like national
banks, they must obtain specific approval of their primary rgulator
for the exercise of their fiduciary powers. Moreover, limited
purpose trust companies engaged in the custody of digial assets are
subject to even more stringent requirements than national banks
which, following initial approval of trust powers, generally can
exercise those powers broadly without further approval of the OCC.
In contrast, NYDFS requires in their approval orders that limited
purpose trust companies obtain separate approval for all material
changes in business.
---------------------------------------------------------------------------

    The Custodian may receive deposits of bitcoin but may not send
bitcoin without use of the corresponding private keys. In order to send
bitcoin when the private keys are kept in cold storage, either the
private keys must be retrieved from cold storage and entered into a
software program to sign the transaction, or the unsigned transaction
must be sent to the ``cold'' server in which the private keys are held
for signature by the private keys. At that point, the Custodian can
transfer the bitcoin. The Trust's Transfer Agent will facilitate the
settlement of Shares in response to the placement of creation orders
and redemption orders from Authorized Participants. The Trust generally
does not intend to hold cash or cash equivalents. However, there may be
situations where the Trust will hold cash on a temporary basis. The
Trust will enter into a cash custody agreement with an unaffiliated
regulated bank as custodian of the Trust's cash and cash equivalents.
The Index
    The Index is designed to reflect the performance of bitcoin in U.S.
dollars. The current exchange composition of the Index is Bitstamp,
Coinbase, Gemini, itBit, Kraken, and LMAX Digital. The Index
methodology was developed by Fidelity Product Services, LLC (the
``Index Provider'') and is administered by the Fidelity Index
Committee. Coin Metrics, Inc. is the third-party calculation agent for
the Index.\92\
---------------------------------------------------------------------------

    \92\ The Sponsor's affiliates have an owership interest in Coin
Metrics, Inc.
---------------------------------------------------------------------------

    The Index is constructed using bitcoin price feeds from eligible
bitcoin spot

markets and a volume-weighted median price (``VWMP'') methodology,
calculated every 15 seconds based on VWMP spot market data over rolling
5-minute increments to develop a bitcoin price composite. The Index
market value is the volume-weighted median price of bitcoin in U.S.
dollars over the previous five minutes, which is calculated by (1)
ordering all individual transactions on eligible spot markets over the
previous five minutes by price, and then (2) selecting the price
associated with the 50th percentile of total volume. Using rolling
five-minute segments means malicious actors would need to sustain
efforts to manipulate the market over an extended period of time, or
such malicious actors would need to replicate efforts multiple times
across eligible bitcoin spot markets, potentially triggering review.
This extended period also supports authorized participant activity by
capturing volume over a longer time period, rather than forcing
authorized participants to mark an individual close or auction. The use
of a median price reduces the ability of outlier prices to impact the
NAV, as it systematically excludes those prices from the NAV
calculation. The use of a volume-weighted median (as opposed to a
traditional median) serves as an additional protection against attempts
to manipulate the NAV by executing a large number of low-dollar trades,
because any manipulation attempt would have to involve a majority of
global spot bitcoin volume in a three-minute window to have any
influence on the NAV. Further, removing the highest and lowest prices
further protects against attempts to manipulate the NAV, requiring bad
actors to act on multiple eligible bitcoin spot markets at once to have
any ability to influence the price.
Availability of Information
    In addition to the price transparency of the Index, the Trust will
provide information regarding the Trust's bitcoin holdings as well as
additional data regarding the Trust. The Trust will provide an Intraday
Indicative Value (``IIV'') per Share updated every 15 seconds, as
calculated by the Exchange or a third-party financial data provider
during the Exchange's Regular Trading Hours (9:30 a.m. to 4:00 p.m.
Eastern time). The IIV will be calculated by using the prior day's
closing NAV per Share as a base and updating that value during Regular
Trading Hours to reflect changes in the value of the Trust's bitcoin
holdings during the trading day.
    The IIV disseminated during Regular Trading Hours should not be
viewed as an actual real-time update of the NAV, 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 Trading Hours by one or more major market data
vendors. In addition, the IIV will be available through on-line
information services.
    The website for the Trust, which will be publicly accessible at no
charge, will contain the following information: (a) the current NAV per
Share daily and the prior business day's NAV and the reported closing
price; (b) the BZX Official Closing Price \93\ in relation to the NAV
as of the time the NAV is calculated and a calculation of the premium
or discount of such price against such NAV; (c) data in chart form
displaying the frequency distribution of discounts and premiums of the
Official Closing Price against the NAV, within appropriate ranges for
each of the four previous calendar quarters (or for the life of the
Trust, if shorter); (d) the prospectus; and other applicable
quantitative information. The Trust will also disseminate the Trust's
holdings on a daily basis on the Trust's website. The value of the
Index will be made available by one or more major market data vendors,
updated at least every 15 seconds during Regular Trading Hours.
---------------------------------------------------------------------------

    \93\ As defined in Rule 11.23(a)(3), the term ``BZX Official
Closing Price'' shall mean the price disseminated to the
consolidated tape as the market center closing trade.
---------------------------------------------------------------------------

    The NAV for the Trust will be calculated by the Administrator 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 Consolidated Tape
Association (``CTA'').
    Quotation and last sale information for bitcoin is widely
disseminated through a variety of major market data vendors, including
Bloomberg and Reuters, as well as the Index.
    Information relating to trading, including price and volume
information, in bitcoin is available from major market data vendors and
from the exchanges on which bitcoin are traded. Depth of book
information is also available from bitcoin exchanges. The normal
trading hours for bitcoin exchanges are 24 hours per day, 365 days per
year.
Net Asset Value
    As described in the Registration Statement, for purposes of
calculating the Trust's NAV per Share, the Trust's holdings of bitcoin
will be valued using the same methodology as used to calculate the
Index. NAV means the total assets of the Trust including, but not
limited to, all bitcoin and cash, if any, less total liabilities of the
Trust, each determined on the basis of generally accepted accounting
principles. The NAV of the Trust is calculated by taking the fair
market value of its total assets based on the volume-weighted median
price of bitcoin used for the calculation of the Index, subtracting any
liabilities (which include accrued expenses), and dividing that total
by the total number of outstanding Shares. The Administrator calculates
the NAV of the Trust once each Exchange trading day. The NAV for a
normal trading day will be released after 4:00 p.m. Eastern time.
Trading during the core trading session on the Exchange typically
closes at 4:00 p.m. Eastern time. However, NAVs are not officially
struck until later in the day (often by 5:30 p.m. Eastern time and
almost always by 8:00 p.m. Eastern time). The pause between 4:00 p.m.
Eastern time and 5:30 p.m. Eastern time (or later) provides an
opportunity to algorithmically detect, flag, investigate, and correct
unusual pricing should it occur.
Creation and Redemption of Shares
    When the Trust sells or redeems its Shares, it will do so in ``in-
kind'' transactions in blocks of Shares (a ``Creation Basket'') at the
Trust's NAV. Authorized participants will deliver, or facilitate the
delivery of, bitcoin to the Trust's account with the Custodian in
exchange for Shares when they purchase Shares, and the Trust, through
the Custodian, will deliver bitcoin to such authorized participants
when they redeem Shares with the Trust. Authorized participants may
then offer Shares to the public at prices that depend on various
factors, including the supply and demand for Shares, the value of the
Trust's assets, and market conditions at the time of a transaction.
Shareholders who buy or sell Shares during the day from their broker
may do so at a premium or discount relative to the NAV of the Shares of
the Trust.
    According to the Registration Statement, on any business day, an
authorized participant may place an order to create one or more
baskets. Purchase orders must be placed by the time noted in the
Authorized Participant Agreement or as provided separately to all
Authorized Participants. The day on which an order is received is
considered the purchase order date. The total deposit of bitcoin
required is an amount of bitcoin that is in the same proportion to the
total assets of the Trust, net of accrued expenses

and other liabilities, on the date the order to purchase is properly
received, as the number of Shares to be created under the purchase
order is in proportion to the total number of Shares outstanding on the
date the order is received. Each night, the Sponsor will publish the
amount of bitcoin that will be required in exchange for each creation
order. The Administrator determines the required deposit for a given
day by dividing the number of bitcoin held by the Trust as of the
opening of business on that business day, adjusted for the amount of
bitcoin constituting estimated accrued but unpaid fees and expenses of
the Trust as of the opening of business on that business day, by the
quotient of the number of Shares outstanding at the opening of business
divided by the aggregation of Shares associated with a Creation Basket.
The procedures by which an authorized participant can redeem one or
more Creation Baskets mirror the procedures for the creation of
Creation Baskets.
Rule 14.11(e)(4)--Commodity-Based Trust Shares
    The Shares will be subject to BZX Rule 14.11(e)(4), 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 will be calculated daily and that these values and
information about the assets of the Trust will be made available to all
market participants at the same time. The Exchange notes that, as
defined in Rule 14.11(e)(4)(C)(i), the Shares will be: (a) issued by a
trust that holds a specified commodity \94\ deposited with the trust;
(b) issued by such trust in a specified aggregate minimum number in
return for a deposit of a quantity of the underlying commodity; and (c)
when aggregated in the same specified minimum number, may be redeemed
at a holder's request by such trust which will deliver to the redeeming
holder the quantity of the underlying commodity.
---------------------------------------------------------------------------

    \94\ For purposes of Rule 14.11(e)(4), the term community takes
on the definition of the term as provided in the Commodity Exchange
Act. As noted abobe, the CFTC has opined that Bitcoin is a commodity
as defined in Section 1a(9) of the Commodity Exchange Act. See
Coinflip.
---------------------------------------------------------------------------

    Upon termination of the Trust, the Shares will be removed from
listing. The Trustee, Delaware Trust Company, is a trust company having
substantial capital and surplus and the experience and facilities for
handling corporate trust business, as required under Rule
14.11(e)(4)(E)(iv)(a) and that no change will be made to the trustee
without prior notice to and approval of the Exchange. The Exchange also
notes that, pursuant to Rule 14.11(e)(4)(F), neither the Exchange nor
any agent of the Exchange shall have any liability for damages, claims,
losses or expenses caused by any errors, omissions or delays in
calculating or disseminating any underlying commodity value, the
current value of the underlying commodity required to be deposited to
the Trust in connection with issuance of Commodity-Based Trust Shares;
resulting from any negligent act or omission by the Exchange, or any
agent of the Exchange, or any act, condition or cause beyond the
reasonable control of the Exchange, its agent, including, but not
limited to, an act of God; fire; flood; extraordinary weather
conditions; war; insurrection; riot; strike; accident; action of
government; communications or power failure; equipment or software
malfunction; or any error, omission or delay in the reports of
transactions in an underlying commodity. Finally, as required in Rule
14.11(e)(4)(G), 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 in an underlying commodity, related commodity
futures or options on commodity futures, or any other related commodity
derivatives, 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, related commodity futures or options
on commodity futures, or any other related commodity derivatives, in an
account in which a registered Market Maker, directly or indirectly,
controls trading activities, or has a direct interest in the profits or
losses thereof, which has not been reported to the Exchange as required
by this Rule. In addition to the existing obligations under Exchange
rules regarding the production of books and records (see, e.g. , Rule
4.2), 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 physical commodity, related
commodity futures or options on commodity futures, or any other related
commodity derivatives, as may be requested by the Exchange.
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 BZX Rule 11.18. 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
underlying the Shares; or (2) whether other unusual conditions or
circumstances detrimental to the maintenance of a fair and orderly
market are present. Trading in the Shares also will be subject to Rule
14.11(e)(4)(E)(ii), which sets forth circumstances under which trading
in the Shares may be halted.
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. BZX will allow
trading in the Shares during all trading sessions on the Exchange. The
Exchange has appropriate rules to facilitate transactions in the Shares
during all trading sessions. As provided in BZX Rule 11.11(a) the
minimum price variation for quoting and entry of orders in securities
traded on the Exchange is $0.01 where the price is greater than $1.00
per share or $0.0001 where the price is less than $1.00 per share.
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. Trading of the Shares
through the Exchange will be subject to the Exchange's surveillance
procedures for derivative products, including Commodity-Based Trust
Shares. The issuer has represented to the Exchange that it will advise
the Exchange of any failure by the Trust or the Shares 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 or
the Shares are not in compliance with the applicable listing
requirements, the Exchange will commence delisting procedures under
Exchange Rule 14.12. The Exchange may obtain information regarding
trading in the Shares and Bitcoin Futures via ISG, from other exchanges
who are members or affiliates of the ISG, or with which the Exchange

has entered into a comprehensive surveillance sharing agreement.\95\
---------------------------------------------------------------------------

    \95\ For a list of the current members and affiliate members of
ISG, see www.isgportal.com.
---------------------------------------------------------------------------

Information Circular
    Prior to the commencement of trading, the Exchange will inform its
members in an Information Circular of the special characteristics and
risks associated with trading the Shares. Specifically, the Information
Circular will discuss the following: (i) the procedures for the
creation and redemption of Baskets (and that the Shares are not
individually redeemable); (ii) BZX Rule 3.7, which imposes suitability
obligations on Exchange members with respect to recommending
transactions in the Shares to customers; (iii) how information
regarding the IIV and the Trust's NAV are disseminated; (iv) the risks
involved in trading the Shares outside of Regular Trading Hours \96\
when an updated IIV will not be calculated or publicly disseminated;
(v) the requirement that members deliver a prospectus to investors
purchasing newly issued Shares prior to or concurrently with the
confirmation of a transaction; and (vi) trading information.
---------------------------------------------------------------------------

    \96\ Regular Trading Hours is the time between 9:30 a.m. and
4:00 p.m. Eastern Time.
---------------------------------------------------------------------------

    In addition, the Information Circular will advise members, prior to
the commencement of trading, of the prospectus delivery requirements
applicable to the Shares. Members purchasing the Shares for resale to
investors will deliver a prospectus to such investors. The Information
Circular will also discuss any exemptive, no-action and interpretive
relief granted by the Commission from any rules under the Act.
2. Statutory Basis
    The Exchange believes that the proposal is consistent with Section
6(b) of the Act \97\ in general and Section 6(b)(5) \98\ of the Act in
particular in that it is 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 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.
---------------------------------------------------------------------------

    \97\ 15 U.S.C. 78f.
    \98\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission has approved numerous series of Trust Issued
Receipts,\99\ including Commodity-Based Trust Shares,\100\ 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;
\101\ 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 and, as described and discussed above, the
Sponsor's analysis demonstrates that the Exchange has satisfied the
requirements under the Act that the CME Bitcoin Futures Market (i) is a
regulated market, (ii) has a comprehensive surveillance-sharing
agreement with the Exchange; and (iii) satisfies the Commission's
``significant market'' definition.'' In addition, the Exchange believes
that this proposal is consistent with the requirements of Section
6(b)(5) of the Act because this filing sufficiently demonstrates that
the standard that has previously been articulated by the Commission
applicable to Commodity-Based Trust Shares has been met as outlined
below.
---------------------------------------------------------------------------

    \99\ See Exchange Rule 14.11(f).
    \100\ Commodity-Based Trust Shares, as described in Exchange
Rule 14.11(e)(4), are a type of Trust Issued Receipt.
    \101\ As the Exchange has stated in a number of other public
documents, it continues to believe that bitcoin is resistant to
price manipulation and that ``other means to prevent fraudulent and
manipulative acts and practices'' exist to justify dispensing with
the requisite surveillance sharing agreement. The geographically
diverse and continuous nature of bitcoin trading render it difficult
and prohibitively costly to manipulate the price of bitcoin. The
fragmentation across bitcoin platforms, the relatively slow speed of
transactions, and the capital necessary to maintain a significant
presence on each trading platform make manipulation of bitcoin
prices through continuous trading activity challenging. To the
extent that there are bitcoin exchanges engaged in or allowing wash
trading or other activity intended to manipulate the price of
bitcoin on other markets, such pricing does not normally impact
prices on other exchange because participants will generally ignore
markets with quotes that they deem non-executable. Moreover, the
linkage between the bitcoin markets and the presence of arbitrageurs
in those markets means that the manipulation of the price of bitcoin
price on any single venue would require manipulation of the global
bitcoin price in order to be effective. Arbitrageurs must have funds
distributed across multiple trading platforms in order to take
advantage of temporary price dislocations, thereby making it
unlikely that there will be strong concentration of funds on any
particular bitcoin exchange or OTC platform. As a result, the
potential for manipulation on a trading platform would require
overcoming the liquidity supply of such arbitrageurs who are
effectively eliminating any cross-market pricing differences.
---------------------------------------------------------------------------

Designed To Prevent Fraudulent and Manipulative Acts and Practices
    In order for a proposal to list and trade a series of Commodity-
Based Trust Shares to be deemed consistent with the Act, the Commission
requires that an exchange demonstrate that there is a comprehensive
surveillance-sharing agreement in place \102\ with a regulated market
of significant size. Both the Exchange and CME are members of ISG.\103\
As such, the only remaining issue to be addressed is whether the
Bitcoin Futures market constitutes a market of significant size, which
the Exchange believes that it does. The terms ``significant market''
and ``market of significant size'' 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 manipulate the ETP, so that a surveillance-sharing
agreement would assist the listing exchange 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.\104\
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    \102\ As previously articulated by the Commission, ``The
standard requires such surveillance-sharing agreements since ''they
provide a necessary deterrent to manipulation because they
facilitate the availability of information needed to fully
investigate a manipulation if it were to occur.`` The Commission has
emphasized that it is essential for an exchange listing a derivative
securities product to enter into a surveillance- sharing agreement
with markets trading underlying securities for the listing exchange
to have the ability to obtain information necessary to detect,
investigate, and deter fraud and market manipulation, as well as
violations of exchange rules and applicable federal securities laws
and rules. The hallmarks of a surveillance-sharing agreement are
that the agreement provides for the sharing of information about
market trading activity, clearing activity, and customer identity;
that the parties to the agreement have reasonable ability to obtain
access to and produce requested information; and that no existing
rules, laws, or practices would impede one party to the agreement
from obtaining this information from, or producing it to, the other
party.'' The Commission has historically held that joint membership
in ISG constitutes such a surveillance sharing agreement. See
Wilshire Phoenix Disapproval.
    \103\ For a list of the current members and affiliate members of
ISG, see www.isgportal.com.
    \104\ See Wilshire Phoenix Disapproval.
---------------------------------------------------------------------------

    The Commission has also recognized that the ``regulated market of
significant size'' standard is not the only means for satisfying
Section 6(b)(5) of the act, specifically providing that a listing
exchange could demonstrate that ``other means to prevent fraudulent and
manipulative acts and practices'' are sufficient to justify dispensing
with the

requisite surveillance-sharing agreement.\105\
---------------------------------------------------------------------------

    \105\ See Winklevoss Order at 37580. The Commission has also
specifically noted that it ``is not applying a ``cannot be
manipulated'' standard; instead, the Commission is examining whether
the proposal meets the requirements of the Exchange Act and,
pursuant to its Rules of Practice, places the burden on the listing
exchange to demonstrate the validity of its contentions and to
establish that the requirements of the Exchange Act have been met.
Id. at 37582.
---------------------------------------------------------------------------

(a) Reasonable Likelihood That a Person Attempting To Manipulate the
ETP Would Also Have To Trade on That Market To Manipulate the ETP
    Bitcoin Futures represent a growing influence on pricing in the
spot bitcoin market as has been laid out above and in other proposals
to list and trade Spot Bitcoin ETPs. Pricing in Bitcoin Futures is
based on pricing from spot bitcoin markets. As noted above, the
statement from the Teucrium Approval that ``CME's surveillance can
reasonably be relied upon to capture the effects on the CME bitcoin
futures market caused by a person attempting to manipulate the proposed
futures ETP by manipulating the price of CME bitcoin futures
contracts.indirectly by trading outside of the CME bitcoin futures
market,'' makes clear that the Commission believes that CME's
surveillance can capture the effects of trading on the relevant spot
markets on the pricing of Bitcoin Futures. While the Commission makes
clear in the Teucrium Approval that the analysis only applies to the
Bitcoin Futures market as it relates to an ETP that invests in Bitcoin
Futures as its only non-cash or cash equivalent holding, if CME's
surveillance is sufficient to mitigate concerns related to trading in
Bitcoin Futures for which the pricing is based directly on pricing from
spot bitcoin markets, it's not clear how such a conclusion could apply
only to ETPs based on Bitcoin Futures and not extend to Spot Bitcoin
ETPs.
    Additionally, a Bitcoin Futures ETF is actually potentially more
susceptible to manipulation than a Spot Bitcoin ETP where the
underlying trust offers only in-kind creation and redemption.
Specifically, the pricing of Bitcoin Futures is based on prices from
spot bitcoin markets, while shares of a Spot Bitcoin ETP would
represent an interest in bitcoin directly and authorized participants
for a Spot Bitcoin ETP would be able to source bitcoin from any
exchange and create or redeem with the applicable trust regardless of
the price of the underlying index. Potential manipulation of a Bitcoin
Futures ETF would require manipulation on the spot markets on which the
pricing for Bitcoin Futures are based while the in-kind creation and
redemption process and fungibility of bitcoin means that a would be
manipulator of a Spot Bitcoin ETP would need to manipulate the price
across all bitcoin markets or risk simply providing arbitrage
opportunities for authorized participants. Further to this point, this
arbitrage opportunity also acts to reduce any incentives to manipulate
the price of a Spot Bitcoin ETP because the underlying trust will
create and redeem shares at set rates of bitcoin per share without
regard to the price that the ETP is trading at in the secondary market
or the price of the underlying index. As such, the Exchange believes
that part (a) of the significant market test outlined above is
satisfied and that common membership in ISG between the Exchange and
CME would assist the listing exchange in detecting and deterring
misconduct in the Shares.
(b) Predominant Influence on Prices in Spot and Bitcoin Futures
    The Exchange and Sponsor also believe that trading in the Shares
would not be the predominant force on prices in the Bitcoin Futures
market or spot market for a number of reasons, including the in-kind
creation and redemption process, the spot market arbitrage
opportunities that such in-kind creation and redemption process
creates, the significant volume in the Bitcoin Futures market, the size
of bitcoin's market cap, and the significant liquidity available in the
spot market. In addition to the Bitcoin Futures market data points
cited above, the spot market for bitcoin is also very liquid. According
to data from Skew, the cost to buy or sell $5 million worth of bitcoin
averages roughly 48 basis points with a market impact of $139.08.\106\
Stated another way, a market participant could enter a market buy or
sell order for $5 million of bitcoin and only move the market 0.48%.
More strategic purchases or sales (such as using limit orders and
executing through OTC bitcoin trade desks) would likely have less
obvious impact on the market--which is consistent with MicroStrategy,
Tesla, and Square being able to collectively purchase billions of
dollars in bitcoin.
---------------------------------------------------------------------------

    \106\ These statistics are based on samples of bitcoin liquidity
in USD (excluding stablecoins or Euro liquidity) based on executable
quotes on Coinbase, FTX and Kraken during the one-year period ending
May 2022.
---------------------------------------------------------------------------

    As such, the combination of the in-kind creation and redemption
process, the Bitcoin Futures leading price discovery, the overall size
of the bitcoin market, and the ability for market participants,
including authorized participants creating and redeeming in-kind with
the Trust, to buy or sell large amounts of bitcoin without significant
market impact will help prevent the Shares from becoming the
predominant force on pricing in either the bitcoin spot or Bitcoin
Futures markets, satisfying part (b) of the test outlined above.
(c) Other Means To Prevent Fraudulent and Manipulative Acts and
Practices
    As noted above, the Commission also permits a listing exchange to
demonstrate that ``other means to prevent fraudulent and manipulative
acts and practices'' are sufficient to justify dispensing with the
requisite surveillance-sharing agreement. The Exchange and Sponsor
believe that such conditions are present.
    The Exchange also believes that reviewing this proposal through the
lens of the Bitcoin Futures Approvals would also lead the Commission to
approving this proposal. Previous disapproval orders have made clear
that a market that constitutes a regulated market of significant size
is generally a futures and/or options market based on the underlying
reference asset rather than the spot commodity markets, which are often
unregulated.\107\ The Exchange believes that the following excerpt from
the Teucrium Approval is particular informative:
---------------------------------------------------------------------------

    \107\ See Winklevoss Order at 37593, specifically footnote 202,
which includes the language from numerous approval orders for which
the underlying futures markets formed the basis for approving series
of ETPs that hold physical metals, including gold, silver,
palladium, platinum, and precious metals more broadly; and 37600,
specifically where the Commission provides that ``when the spot
market is unregulated--the requirement of preventing fraudulent and
manipulative acts may possibly be satisfied by showing that the ETP
listing market has entered into a surveillance-sharing agreement
with a regulated market of significant size in derivatives related
to the underlying asset.'' As noted above, the Exchange believes
that these citations are particularly helpful in making clear that
the spot market for a spot commodity ETP need not be ``regulated''
in order for a spot commodity ETP to be approved by the Commission,
and in fact that it's been the common historical practice of the
Commission to rely on such derivatives markets as the regulated
market of significant size because such spot commodities markets are
largely unregulated.

    The CME ``comprehensively surveils futures market conditions and
price movements on a real-time and ongoing basis in order to detect
and prevent price distortions, including price distortions caused by
manipulative efforts.'' Thus the CME's surveillance can reasonably
be relied upon to capture the effects on the CME bitcoin futures
market caused by a person attempting to manipulate the proposed
futures ETP by manipulating the price of CME bitcoin futures
contracts, whether that attempt is made by directly trading on the
CME bitcoin futures market or indirectly by

trading outside of the CME bitcoin futures market. As such, when the
CME shares its surveillance information with Arca, the information
would assist in detecting and deterring fraudulent or manipulative
misconduct related to the non-cash assets held by the proposed
ETP.\108\
---------------------------------------------------------------------------

    \108\ See Teucrium Approval at 21679.

    Bitcoin Futures pricing is based on pricing from spot bitcoin
markets. The statement from the Teucrium Approval that ``CME's
surveillance can reasonably be relied upon to capture the effects on
the CME bitcoin futures market caused by a person attempting to
manipulate the proposed futures ETP by manipulating the price of CME
bitcoin futures contracts . . . indirectly by trading outside of the
CME bitcoin futures market,'' makes clear that the Commission believes
that CME's surveillance can capture the effects of trading on the
relevant spot markets on the pricing of Bitcoin Futures. If CME is able
to detect such attempts at manipulation in the complex and
interconnected spot bitcoin market, how would such an ability to detect
attempted manipulation and the utility in sharing that information with
the listing exchange apply only to Bitcoin Futures ETFs and not Spot
Bitcoin ETPs? Stated a different way, given that there is significant
trading volume on numerous bitcoin exchanges that are not part of the
CME CF Bitcoin Reference Rate and that arbitrage opportunities across
bitcoin exchanges means that such trading volume will influence spot
bitcoin prices across the market and, despite this, the Commission
still believes that CME can detect attempted manipulation of the
Bitcoin Futures through ``trading outside of the CME bitcoin futures
market,'' it is clear that such ability would apply equally to both
Bitcoin Futures ETFs and Spot Bitcoin ETPs. To take it a step further,
such an ability would also seem to be a strong indication that the CME
Bitcoin Futures market represents a regulated market of significant
size. To be clear, the Exchange agrees with the Commission on this
point (and the implications of their conclusions) and further notes
that the pricing mechanism applicable to the Shares is similar to the
CME CF Bitcoin Reference Rate.
Surveillance Sharing Agreement
    The Exchange is proposing to take additional steps to those
described above to supplement its ability to obtain information that
would be helpful in detecting, investigating, and deterring fraud and
market manipulation in the Commodity-Based Trust Shares. On June 21,
2023, the Exchange reached an agreement on terms with Coinbase, Inc.
(``Coinbase''), an operator of a United States-based spot trading
platform for Bitcoin that represents a substantial portion of US-based
and USD denominated Bitcoin trading,\109\ to enter into a surveillance-
sharing agreement (``Spot BTC SSA'') and executed an associated term
sheet. Based on this agreement on terms, the Exchange and Coinbase will
finalize and execute a definitive agreement that the parties expect to
be executed prior to allowing trading of the Commodity-Based Trust
Shares.
---------------------------------------------------------------------------

    \109\ According to a Kaiko Research report dated June 26, 2023,
Coinbase represented roughly 50% of exchange trading volume in USD-
BTC trading on a daily basis during May 2023.
---------------------------------------------------------------------------

    The Spot BTC SSA is expected to be a bilateral surveillance-sharing
agreement between the Exchange and Coinbase that is intended to
supplement the Exchange's market surveillance program. The Spot BTC SSA
is expected to have the hallmarks of a surveillance-sharing agreement
between two members of the ISG, which would give the Exchange
supplemental access to data regarding spot Bitcoin trades on Coinbase
where the Exchange determines it is necessary as part of its
surveillance program for the Commodity-Based Trust Shares.\110\ This
means that the Exchange expects to receive market data for orders and
trades from Coinbase, which it will utilize in surveillance of the
trading of Commodity-Based Trust Shares. In addition, the Exchange can
request further information from Coinbase related to spot bitcoin
trading activity on the Coinbase exchange platform, if the Exchange
determines that such information would be necessary to detect and
investigate potential manipulation in the trading of the Commodity-
Based Trust Shares.\111\
---------------------------------------------------------------------------

    \110\ For additional information regarding ISG and the hallmarks
of surveillance-sharing between ISG members, see https://isgportal.org/overview.
    \111\ The Exchange also notes that it already has in place ISG-
like surveillance sharing agreement with Cboe Digital Exchange, LLC
and Cboe Clear Digital, LLC.
---------------------------------------------------------------------------

In Kind Creation and Redemption
    Further, and consistent with prior points above, offering only in-
kind creation and redemption will also provide unique protections
against potential attempts to manipulate the price of the Shares. While
the Sponsor believes that the Benchmark which it uses to value the
Trust's bitcoin is itself resistant to manipulation based on the
methodology further described below, the fact that creations and
redemptions are only available in-kind makes the manipulability of the
Benchmark significantly less important. Specifically, because the Trust
will not accept cash to buy bitcoin in order to create new Shares or,
barring a forced redemption of the Trust or under other extraordinary
circumstances, be forced to sell bitcoin to pay cash for redeemed
Shares, the price that the Sponsor uses to value the Trust's bitcoin is
not particularly important.\112\ When authorized participants are
creating Shares with the Trust, they need to deliver a certain number
of bitcoin per Share (regardless of the valuation used) and when
they're redeeming, they can similarly expect to receive a certain
number of bitcoin per Share. As such, even if the price used to value
the Trust's bitcoin is manipulated (which the Sponsor believes that its
methodology is resistant to), the ratio of bitcoin per Share does not
change and the Trust will either accept (for creations) or distribute
(for redemptions) the same number of bitcoin regardless of the value.
This not only mitigates the risk associated with potential
manipulation, but also discourages and disincentivizes manipulation of
the Benchmark because there is little financial incentive to do so.
---------------------------------------------------------------------------

    \112\ While the Benchmark will not be particularly important for
the creation and redemption process, it will be used for calculating
fees.
---------------------------------------------------------------------------

(d) Designed To Protect Investors and the Public Interest
    The Exchange believes that the proposal is designed to protect
investors and the public interest. Over the past several years, U.S.
investor exposure to bitcoin through OTC Bitcoin Funds has grown into
the tens of billions of dollars, including through Bitcoin Futures
ETFs. With that growth, so too has grown the quantifiable investor
protection issues to U.S. investors through roll costs for Bitcoin
Futures ETFs and premium/discount volatility and management fees for
OTC Bitcoin Funds. The Exchange believes that the concerns related to
the prevention of fraudulent and manipulative acts and practices have
been sufficiently addressed to be consistent with the Act and, to the
extent that the Commission disagrees with that assertion, such concerns
are now outweighed by investor protection concerns. As such, the
Exchange believes that approving this proposal (and comparable
proposals) provides the Commission with the opportunity to allow U.S.
investors with access to bitcoin in a regulated and transparent
exchange-traded vehicle that would act to limit risk to U.S. investors
by: (i) reducing

premium and discount volatility; (ii) reducing management fees through
meaningful competition; (iii) reducing risks and costs associated with
investing in Bitcoin Futures ETFs and operating companies that are
imperfect proxies for bitcoin exposure; and (iv) providing an
alternative to custodying spot bitcoin.
Commodity-Based Trust Shares
    The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares will be listed on the Exchange pursuant to the initial and
continued listing criteria in Exchange Rule 14.11(e)(4). 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. Trading of the Shares through the
Exchange will be subject to the Exchange's surveillance procedures for
derivative products, including Commodity-Based Trust Shares. The issuer
has represented to the Exchange that it will advise the Exchange of any
failure by the Trust or the Shares 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 or the Shares are not in
compliance with the applicable listing requirements, the Exchange will
commence delisting procedures under Exchange Rule 14.12. The Exchange
may obtain information regarding trading in the Shares and listed
bitcoin derivatives via the ISG, from other exchanges who are members
or affiliates of the ISG, or with which the Exchange has entered into a
comprehensive surveillance sharing agreement.
Availability of Information
    The Exchange also believes that the proposal promotes market
transparency in that a large amount of information is currently
available about bitcoin and will be available regarding the Trust and
the Shares. In addition to the price transparency of the Benchmark, the
Trust will provide information regarding the Trust's bitcoin holdings
as well as additional data regarding the Trust. The Trust will provide
an IIV per Share updated every 15 seconds, as calculated by the
Exchange or a third-party financial data provider during the Exchange's
Regular Trading Hours (9:30 a.m. to 4:00 p.m. E.T.). The IIV will be
calculated by using the prior day's closing NAV per Share as a base and
updating that value during Regular Trading Hours to reflect changes in
the value of the Trust's bitcoin holdings during the trading day.
    The IIV disseminated during Regular Trading Hours should not be
viewed as an actual real-time update of the NAV, 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 Trading Hours by one or more major market data
vendors. In addition, the IIV will be available through on-line
information services.
    The website for the Trust, which will be publicly accessible at no
charge, will contain the following information: (a) the current NAV per
Share daily and the prior business day's NAV and the reported closing
price; (b) the BZX Official Closing Price in relation to the NAV as of
the time the NAV is calculated and a calculation of the premium or
discount of such price against such NAV; (c) data in chart form
displaying the frequency distribution of discounts and premiums of the
Official Closing Price against the NAV, within appropriate ranges for
each of the four previous calendar quarters (or for the life of the
Trust, if shorter); (d) the prospectus; and (e) other applicable
quantitative information. The Trust will also disseminate the Trust's
holdings on a daily basis on the Trust's website. The price of bitcoin
will be made available by one or more major market data vendors,
updated at least every 15 seconds during Regular Trading Hours.
Information about the Benchmark, including key elements of how the
Benchmark is calculated, will be publicly available at www.mvis-indices.com/.
    The NAV for the Trust will be calculated by the Administrator 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 CTA.
    Quotation and last sale information for bitcoin is widely
disseminated through a variety of major market data vendors, including
Bloomberg and Reuters, as well as the Benchmark. Information relating
to trading, including price and volume information, in bitcoin is
available from major market data vendors and from the exchanges on
which bitcoin are traded. Depth of book information is also available
from bitcoin exchanges. The normal trading hours for bitcoin exchanges
are 24 hours per day, 365 days per year.
    In sum, the Exchange believes that this proposal is consistent with
the requirements of Section 6(b)(5) of the Act, that this filing
sufficiently demonstrates that the CME Bitcoin Futures market
represents a regulated market of significant size, and that on the
whole the manipulation concerns previously articulated by the
Commission are sufficiently mitigated to the point that they are
outweighed by investor protection issues that would be resolved by
approving this proposal.
    The Exchange believes that the proposal is, in particular, designed
to protect investors and the public interest. Premium and discount
volatility, high fees, rolling costs, insufficient disclosures, and
technical hurdles are putting U.S. investor money at risk on a daily
basis that could potentially be eliminated through access to a Spot
Bitcoin ETP. As such, the Exchange believes that this proposal acts to
limit the risk to U.S. investors that are increasingly seeking exposure
to bitcoin by providing direct, 1-for-1 exposure to bitcoin in a
regulated, transparent, exchange-traded vehicle, specifically by: (i)
reducing premium volatility; (ii) reducing management fees through
meaningful competition; (iii) providing an alternative to Bitcoin
Futures ETFs which will eliminate roll cost; (iv) reducing risks
associated with investing in operating companies that are imperfect
proxies for bitcoin exposure; and (v) providing an alternative to
custodying spot bitcoin. Finally, the Exchange notes that in addition
to all of the arguments herein which it believes sufficiently
establishes the CME Bitcoin Futures market as a regulated market of
significant size, it is logically inconsistent to find that the CME
Bitcoin Futures market is a significant market as it relates to the CME
Bitcoin Futures market, but not a significant market as it relates to
the bitcoin spot market for the numerous reasons laid out above.
    For 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 that is not necessary or appropriate
in furtherance of the purpose of the Act. The Exchange notes that the
proposed rule change, rather will facilitate the listing and trading of
an additional exchange-traded product 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

    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

    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the Exchange consents, the Commission will:
    A. by order approve or disapprove such proposed rule change, or
    B. institute proceedings to determine whether the proposed rule
change should be 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, as modified by Amendment No. 2, 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-2023-044 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-2023-044. 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 submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for website viewing and
printing in the Commission's Public Reference Room, 100 F Street NE,
Washington, DC 20549, on official business days between the hours of 10
a.m. and 3 p.m. Copies of the filing also 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-2023-044 and should
be submitted on or before August 9, 2023.
---------------------------------------------------------------------------

    \113\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\113\
J. Matthew DeLesDernier,
Deputy Secretary.
[FR Doc. 2023-15267 Filed 7-18-23; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 86, Number 223 (Tuesday, November 23, 2021)]
[Notices]
[Pages 66602-66604]
[FR Doc No: 2021-25475]

=======================================================================
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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-93597; File No. SR-C2-2021-016]

Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
Rule 5.34

November 17, 2021.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on November 5, 2021, Cboe C2 Exchange, Inc. (the ``Exchange'' or
``C2'') 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.
---------------------------------------------------------------------------

    \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).
---------------------------------------------------------------------------

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

    Cboe C2 Exchange, Inc. (the ``Exchange'' or ``C2 Options'')
proposes to amend Rule 5.34. The text of the proposed rule change is
provided in Exhibit 5.

    The text of the proposed rule change is also available on the
Exchange's website (http://markets.cboe.com/us/options/regulation/rule_filings/ctwo/), at the Exchange's Office of the Secretary, and at
the Commission's Public Reference Room.

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 Exchange proposes to modify the optional duplicate order
protection risk limit setting for Users in Rule 5.34(c)(9). Duplicate
order protection is voluntary functionality, which was designed to
protect Users against execution of multiple identical orders that may
have been erroneously entered. Specifically, pursuant to current Rule
5.34(c)(9), if a User enables this functionality for a port, then after
the System receives a specified number of duplicate orders with the
same EFID,\5\ side, price, quantity, and class within a specified time
period (the User determines the number and length of the time period),
the System will (A) reject additional duplicate orders until it
receives instructions from the User to reset this control or (B) reject
all incoming orders submitted through that port for that EFID until the
User contacts the Trade Desk to request it reset this control. The User
may continue to submit cancel requests prior to reset.
---------------------------------------------------------------------------

    \5\ The term ``EFID'' means an Executing Firm ID. The Exchange
assigns an EFID to a Trading Permit Holder, which the System uses to
identify the Trading Permit Holder and the clearing number for the
execution of orders and quotes submitted to the System with that
EFID.
---------------------------------------------------------------------------

    The Exchange proposes to amend this risk setting to eliminate the
time parameter. Particularly, as amended, the System will continue to
check for a specified number of duplicate orders (which will continue
to be determined by the User), but no longer check to see if any such
duplicative orders were received over a specified period of time.
Instead, the system will compare each submitted order against the
immediately preceding order that was submitted with respect to the
orders' EFID, side, price, quantity, and class. For example, suppose a
User sets the duplicative order count to 10 orders. When the System
receives an incoming order, the System checks if the immediately
preceding order it received had the same EFID, side, price, quantity
and class. If the order does not, then the System keeps the count at
``0'' (and performs the same process for the next incoming order). If
the order does, the System will count that order as ``1''. If the
following 9 incoming orders through that port are also duplicates
(i.e., same EFID, side, price, quantity and class), then regardless of
how long it takes for such orders to come into the System, the System
will (i) reject any additional duplicate orders until it receives a
reset instruction from the User or (ii) reject all incoming orders
submitted through that port for that EFID until the User contacts the
Trade Desk to request it reset this control, as it does today.
    The Exchange has observed that the time parameter check under the
current duplicate order protection feature can potentially create a
(albeit minor) latency impact for Users who opt to use the
functionality. More specifically, minor latency can arise in connection
with the specified time parameter because the System must store and
conduct a check across all orders sent during the specified time period
when this risk check is enabled. The Exchange believes removing the
time parameter check will eliminate this latency for Users that opt to
use the duplicate order protection. The Exchange does not believe that
the proposed rule change will impact the effectiveness of the duplicate
order protection feature for those Users that opt to enable such
functionality. Also, as noted above, the use of the risk limit is
voluntary. The Exchange will continue to offer Users a full suite of
additional price protection mechanisms and risk controls which the
Exchange believes sufficiently mitigate risks associated with Users
entering orders and quotes at unintended prices, and risks associated
with orders and quotes trading at prices that are extreme and
potentially erroneous, as a likely result of human or operational
error.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with
the Securities Exchange Act of 1934 (the ``Act'') and the rules and
regulations thereunder applicable to the Exchange and, in particular,
the requirements of Section 6(b) of the Act.\6\ Specifically, the
Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \7\ 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) \8\ requirement that the rules of an exchange not be
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
---------------------------------------------------------------------------

    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(5).
    \8\ Id.
---------------------------------------------------------------------------

    In particular, the proposed rule change will remove impediments to
and perfect the mechanism of a free and open market and national market
system and benefit investors, because the Exchange believes it will
remove small latency that may currently be caused by use of the
duplicate order protection functionality. Moreover, the Exchange does
not believe that the proposed rule change will affect the protection of
investors or the public interest or the maintenance of a fair and
orderly market because Users still have the ability to enable such
control to protect against execution of multiple identical orders that
may have been erroneously entered, just in a different manner (i.e.,
without a specified time parameter check). As stated, the Exchange does
not believe that the proposed rule change will impact the effectiveness
of the duplicate order protection feature for those Users that opt to
enable such functionality. In addition to this, the Exchange notes that
the use of this risk control is voluntary, and the Exchange will
continue to offer a full suite of alternative price protection
mechanisms and risk controls.

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 purposes of the Act. In particular, the Exchange
does not believe that the proposed rule change would impose a burden on
intramarket competition that

is not necessary or appropriate in furtherance of the purposes of the
Act because it will amend this risk control in the same manner for all
Users on the Exchange. In addition to this, and as stated above, the
use of the duplicative order protection risk control is voluntary, and
the Exchange will continue to offer various other price protections and
risk controls that sufficiently mitigate risks associated with market
participants entering and/or trading orders and quotes at unintended or
extreme prices. The Exchange does not believe the proposed rule change
will impose any burden on intermarket competition that is not necessary
or appropriate in furtherance of the purposes of the Act, as the
proposed rule change only updates an existing risk control applicable
to ordered submitted to the Exchange. The Exchange also notes that
market participants on other exchanges are welcome to become
participants on the Exchange if they determine that this proposed rule
change has made C2 Options a more attractive or favorable venue.

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

    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; and (iii)
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate, it has become effective
pursuant to Section 19(b)(3)(A) of the Act \9\ and Rule 19b-4(f)(6)
\10\ thereunder.
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    \9\ 15 U.S.C. 78s(b)(3)(A).
    \10\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file 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 has satisfied this requirement.
---------------------------------------------------------------------------

    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 shall institute proceedings to
determine whether the proposed rule 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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include
File Number SR-C2-2021-016 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-C2-2021-016. 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 (http://www.sec.gov/rules/sro.shtml).
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for website viewing and printing in
the Commission's Public Reference Room, 100 F Street NE, Washington, DC
20549 on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of the filing also will be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-C2-2021-016 and should be
submitted on or before December 14, 2021.
---------------------------------------------------------------------------

    \11\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\11\
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-25475 Filed 11-22-21; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: September 23, 2008 (Volume 73, Number 185)]
[Notices]
[Page 54802-54803]
[DOCID:fr23se08-62]

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ENVIRONMENTAL PROTECTION AGENCY

[EPA-HQ-OECA-2008-0374; FRL-8718-9]

Agency Information Collection Activities; Submission to OMB for
Review and Approval; Comment Request; NSPS for Primary and Secondary
Emissions From Basic Oxygen Furnaces (Renewal), EPA ICR Number 1069.09,
OMB Control Number 2060-0029

AGENCY: Environmental Protection Agency (EPA).

ACTION: Notice.

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SUMMARY: In compliance with the Paperwork Reduction Act (44 U.S.C. 3501
et seq.), this document announces that an Information Collection
Request (ICR) has been forwarded to the Office of Management and Budget
(OMB) for review and approval. This is a request to renew an existing
approved collection. The ICR which is abstracted below describes the
nature of the collection and the estimated burden and cost.

DATES: Additional comments may be submitted on or before October 23,
2008.

ADDRESSES: Submit your comments, referencing docket ID number EPA-OECA-
2008-0374, to (1) EPA online using http://www.regulations.gov (our
preferred method), or by e-mail to<EMAIL_ADDRESS>or by mail to:
EPA Docket Center (EPA/DC), Environmental Protection Agency,
Enforcement and Compliance Docket and Information Center, mail code
2201T, 1200 Pennsylvania Avenue, NW., Washington, DC 20460, and (2) OMB
at: Office of Information and Regulatory Affairs, Office of Management
and Budget (OMB), Attention: Desk Officer for EPA, 725 17th Street,
NW., Washington, DC 20503.

FOR FURTHER INFORMATION CONTACT: Sounjay Gairola, Office of Enforcement
and Compliance Assurance, Environmental Protection Agency, 1200
Pennsylvania Avenue, NW., Washington, DC 20460; telephone number: (202)
564-4003; e-mail address<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: EPA has submitted the following ICR to OMB
for review and approval according to the procedures prescribed in 5 CFR
1320.12. On May 30, 2008 (73 FR 31088), EPA sought comments on this ICR
pursuant to 5 CFR 1320.8(d). EPA received no comments. Any additional
comments on this ICR should be submitted to EPA and OMB within 30 days
of this notice.
    EPA has established a public docket for this ICR under docket ID
number EPA-HQ-OECA-2008-0374, which is available for public viewing
either online at http://www.regulations.gov, or in person viewing at
the Enforcement and Compliance Docket in the EPA Docket Center (EPA/
DC), EPA West, Room 3334, 1301 Constitution Avenue, NW., Washington,
DC. The EPA Docket Center Public Reading Room is open from 8:30 a.m. to
4:30 p.m., Monday through Friday, excluding legal holidays. The
telephone number for the Reading Room is<PHONE_NUMBER>, and the
telephone number for the Enforcement and Compliance Docket is (202)
566-1927.
    Use EPA's electronic docket and comment system at http://
www.regulations.gov, to submit or view public comments, access the
index listing of the contents of the docket, and to access those
documents in the docket that are available electronically. Once in the
system, select ``docket search,'' then key in the docket ID number
identified above. Please note that EPA's policy is that public
comments, whether submitted either electronically or in paper, will be
made available for public viewing at http://www.regulations.gov, as EPA
receives them and without change, unless the comment contains
copyrighted material, Confidential Business Information (CBI), or other
information whose public disclosure is restricted by statute. For
further information about the electronic docket, go to http://
www.regulations.gov.
    Title: NSPS for Primary and Secondary Emissions from Basic Oxygen
Furnaces (Renewal).
    ICR Numbers: EPA ICR Number 1069.09, OMB Control Number 2060-0029.
    ICR Status: This ICR is scheduled to expire on November 30, 2008.
Under OMB regulations, the Agency may continue to conduct or sponsor
the

collection of information while this submission is pending at OMB. An
Agency may not conduct or sponsor, and a person is not required to
respond to, a collection of information unless it displays a currently
valid OMB control number. The OMB control numbers for EPA's regulations
in title 40 of the CFR, after appearing in the Federal Register when
approved, are listed in 40 CFR part 9, and displayed either by
publication in the Federal Register or by other appropriate means, such
as on the related collection instrument or form, if applicable. The
display of OMB control numbers in certain EPA regulations is
consolidated in 40 CFR part 9.
    Abstract: The New Source Performance Standards (NSPS) for Primary
and Secondary Emissions from Basic Oxygen Furnaces (40 CFR part 60,
subparts N and Na) were promulgated on July 25, 1977 and January 2,
1986, respectively. These rules apply to Basic Oxygen Process Furnaces
(BOPFs) in iron and steel plants commencing construction, modification
or reconstruction after June 11, 1973 (NSPS subpart N) and top-blown
BOPFs, hot metal transfer stations or skimming stations for which
construction, reconstruction, or modification commenced after January
20, 1983 (NSPS subpart Na).
    Owners or operators of the affected facilities must make an initial
notification, performance tests, periodic reports, and maintain records
of the occurrence and duration of an affected facility, or any period
during which the monitoring system is inoperative. Reports, at a
minimum, are required semiannually. These notifications, reports, and
records are essential in determining compliance; and are required, in
general, of all sources subject to NSPS.
    Burden Statement: The annual public reporting and recordkeeping
burden for this collection of information is estimated to average 158
hours per response. Burden means the total time, effort, or financial
resources expended by persons to generate, maintain, retain, or
disclose or provide information to or for a Federal agency. This
includes the time needed to review instructions; develop, acquire,
install, and utilize technology and systems for the purposes of
collecting, validating, and verifying information, processing and
maintaining information, and disclosing and providing information;
adjust the existing ways to comply with any previously applicable
instructions and requirements which have subsequently changed; train
personnel to be able to respond to a collection of information; search
data sources; complete and review the collection of information; and
transmit or otherwise disclose the information.
    Respondents/Affected Entities: Facilities with basic oxygen
furnaces.
    Estimated Number of Respondents: 5.
    Frequency of Response: Initially, occasionally, and semiannually.
    Estimated Total Annual Hour Burden: 1,896.
    Estimated Total Annual Cost: $179,440, which is comprised of $8,397
in O&M costs, $153,043 in labor costs, and $18,000 in annualized
capital/startup costs.
    Changes in the Estimates: There is no change in the labor hours to
the respondents in this ICR compared to the previous ICR. This is due
to two considerations: (1) The regulations have not changed over the
past three years and are not anticipated to change over the next three
years; and (2) the growth rate for respondents is either very low, or
negative, or non-existent. Therefore, the labor hours in the previous
ICR reflect the current burden to the respondents and are reiterated in
this ICR. There is a minor change to the cost figures, since the
previous ICR rounded to the nearest $1,000; this ICR presents cost
figures which differ by $397 from the previous ICR due to using exact
figures instead of rounding.

    Dated: September 16, 2008.
Sara Hisel-McCoy,
Director, Collection Strategies Division.
[FR Doc. E8-22201 Filed 9-22-08; 8:45 am]

BILLING CODE 6560-50-P


UNITED STATES ENVIRONMENTAL PROTECTION AGENCY WASHINGTON, D. C. 20460 OFFICE OF PREVENTION, PESTICIDES AND TOXIC SUBSTANCES DP Barcodes: D307095 PC Code: 080801 Date: 2/ 11/ 2005 SUBJECT: Response to Error   only Comments on Draft EFED RED Chapter for Ametryn TO: Mark Howard, Chemical Review Manager Reregistration Division FROM: John Ravenscroft, Biologist Kevin Costello, Geologist, RAPL Environmental Risk Branch IV Environmental Fate and Effects Division ( 7507C)

THRU: Elizabeth Behl, Branch Chief Environmental Risk Branch IV Environmental Fate and Effects Division ( 7507C)

The following are responses to comments by Syngenta concerning actual or perceived errors identified in the draft EFED RED chapter for ametryn.

Terrestrial Animals Comment: The time weighted " mean residues" for terrestrial exposure were calculated incorrectly.

Response: " Mean terrestrial residues" used in the RED chapter were not time weighted averages, but peak exposure concentrations obtained using the mean values from the Kenaga nomogram for each food group. The mean residues per pound of pesticide from this nomogram are 85 ppm for short grass, 36 ppm for tall grass, 45 ppm for broadleaf plants, and 7 ppm for seeds.

Comment: The estimated exposure concentrations for crops which receive different application rates among multiple applications cannot be calculated with the ELL FATE model.  2  Response: The variable application regimes were not simulated with ELL FATE, but through multiple runs of the FATE5 model on which ELL FATE is based. See page 115 of the EFED RED chapter for further details. In summary, each initial application was modeled with FATE5, and the residues from each subsequent application were added to residues remaining after the end of the interval between applications. The resulting peak residues were then used for risk quotient calculations.

Comment: EFED used an incorrect conversion to derive the chronic dietary dose.

Response: EFED concurs that the chronic mammalian risk quotients were overestimated due to use of an incorrect chronic NOAEL. This error has been identified and the correct values for chronic mammalian risk quotients have been entered into Table 30 of the RED chapter. The recalculated risk quotients used the chronic mammalian NOAEL of 13 mg/ kg bw, adjusting for 15, 35 and 1000 g weight classes. Additionally, the Kenaga values were adjusted for percent body weight consumed for each weight class, resulting in an equivalent dose expected environmental concentration ( EEC). The risk quotients were calculated by dividing the equivalent dose EEC values by the adjusted NOAELs. The recalculated risk quotients still suggest a chronic risk to mammals from exposure to ametryn.

Terrestrial Plants Comment: The exposure to terrestrial plants appears to be overestimated in the draft RED, and the registrant could not reproduce the EECs used in the risk assessment.

Response: EFED concurs that the terrestrial plant exposure values were overestimated. The exposure model was run using the total seasonal, and not the initial, application rate. This error was limited to the sugarcane uses. These scenarios have been rerun and the recalculated values for EECs and risk quotients can be found in tables 16, 31 and 32 of the document. The risk quotients calculated for the initial applications only still indicate a risk to terrestrial plants, and do not reflect the potential additional risk from subsequent applications.

Environmental Fate Comment: The source of the 84 day aerobic soil metabolism half life for ametryn is not clear. The half life reported by the registrant was 41 days.

Response: The half lives of 84 and 91 days for ametryn and total ametryn residues, respectively, are correct. The 84 day half life is consistent with the EFED review of December 23, 1991, and the 91 day half life reflects inclusion of major degradates.  3  Comment: Anaerobic aquatic metabolism and fish bioaccumulation studies were submitted to the Agency, but parts of the RED chapter report data gaps for these guidelines.

Response: The document has been revised to reflect submission of these studies.