On 17 September 2025, the United States Securities and Exchange Commission (US SEC) approved rule changes by three national securities exchanges adopting generic listing standards for Commodity-Based Trust Shares. The approval permits exchanges to list and trade products holding spot commodities, including digital assets, without filing a separate rule change under Section 19(b) of the United States Securities Exchange Act. The US SEC also approved the listing and trading of the Grayscale Digital Large Cap Fund under amended NYSE Arca rules and authorised p.m.-settled options on the Cboe Bitcoin U.S. ETF Index and the Mini-Cboe Bitcoin U.S. ETF Index. These actions streamline access to digital asset products, provide regulatory clarity, and expand the scope of exchange-traded offerings within US capital markets.
The Order Granting Accelerated Approval of Proposed Rule Changes, as Modified by Amendments Thereto, to Adopt Generic Listing Standards for Commodity-Based Trust Shares sets generic listing criteria for exchanges including Nasdaq, Cboe BZX, and NYSE Arca
The Order Setting Aside Action by Delegated Authority and Approving a Proposed Rule Change, as Modified by Amendment No. 1, to Amend NYSE Arca Rule 8.500-E (Trust Units) and to List and Trade Shares of the Grayscale Digital Large Cap Fund LLC authorises the listing of a multi-asset digital fund benchmarked to the CoinDesk 5 Index
The Notice of Filing of Amendment No. 2 and Order Granting Accelerated Approval of a Proposed Rule Change, as Modified by Amendment No. 2, to Add P.M.-Settled Options on the Cboe Bitcoin U.S. ETF Index and the Mini-Cboe Bitcoin U.S. ETF Index with Third Friday Expirations, Nonstandard Expirations, and Quarterly Index Expirations expands options trading in digital asset-linked indices
Normal Course of Registration Generic Listing Standards under Rule 19b-4(e)
Ordinarily, when a national securities exchange seeks to list and trade a new product (for example, shares of a trust holding bitcoin), the exchange must file a proposed rule change with the US SEC under Section 19(b)(1) of the United States Securities Exchange Act. That filing (a 19b-4 filing) describes the product, how it will be traded, and why it is consistent with the United States Securities Exchange Act. The US SEC then publishes the proposal for public comment, may extend deadlines, and finally either approves or disapproves it. This process can take months, and until approval, the product cannot list.
The Rule 19b-4(e) Exception
Congress and the US SEC recognised that this process was too slow for exchange-traded innovations. In 1998, the US SEC adopted Rule 19b-4(e), which allows self-regulatory organizations (SROs) to list and trade “new derivative securities products” without submitting a separate proposed rule change, provided two conditions are met:
- The US SEC has already approved generic listing standards for that class of products.
- The exchange has rules, procedures, and surveillance programmes in place to govern that product class.
The Commodity-Based Trust Shares approval in September 2025 confirms this. The order states that the new rules “permit self-regulatory organizations to list and trade new derivative securities products that comply with existing SRO trading rules, procedures, surveillance programs, and listing standards, without submitting a proposed rule change under Section 19(b)”
What “Generic” Means UNDER United States Securities Exchange Act
“Generic” standards are pre-approved, class-wide rules describing eligibility, disclosure, and trading conditions for a category of products. For Commodity-Based Trust Shares, the standards:
- Define what qualifies as a “Commodity-Based Trust Share.”
- Specify the types of underlying assets (commodities, commodity-based assets, limited securities, cash, cash equivalents).
- Impose eligibility criteria such as trading on an ISG member market or underlying a futures contract on a designated contract market.
- Exclude leveraged or inverse exposures.
- Require daily, public disclosure of NAV, holdings, premiums and discounts, bid-ask spreads, and liquidity policies.
- Establish initial and continued listing standards, trading halt powers, and delisting triggers.
Because these standards are “generic,” once approved, they apply automatically to any trust share product that meets them.
Statutory basis under the Exchange Act
The US SEC approved where the record showed consistency with Section 6(b)(5) of the Exchange Act. The order for the Grayscale Digital Large Cap Fund states that the US SEC found the proposal “consistent with Section 6(b)(5) of the Exchange Act, which requires that the rules of a national securities exchange be designed, among other things, to prevent fraudulent and manipulative acts and practices … and, in general, to protect investors and the public interest.” The order also relies on Section 11A(a)(1)(C)(iii) that supports the availability of quotation and transaction information to market participants. These are the core statutory touchstones that a future bitcoin trust should address expressly in its filing.
Rule 19b-4(e) framework and the generic pathway
For Commodity Based Trust Shares, the US SEC emphasised the Rule 19b-4(e) framework for “new derivative securities products,” which permits listing and trading without a separate Section 19(b) filing when the class standards and surveillance program have already been approved. The order explains that Rule 19b-4(e) “permits self regulatory organizations to list and trade new derivative securities products that comply with existing … rules, procedures, surveillance programs, and listing standards” without submitting a new proposed rule change. The US SEC then approved the exchanges’ substantially identical generic standards “on an accelerated basis.” A bitcoin trust can either fit within this generic regime or, if it does not, proceed by showing Exchange Act consistency in a bespoke 19b-4 filing.
Market integrity and surveillance linkages
The approvals turn on demonstrable surveillance reach into the underlying spot markets or into closely related futures markets. The generic standards require that each commodity held by the trust must satisfy one of three eligibility routes. The first is that the commodity trades on a market that is a member of the Intermarket Surveillance Group, with the listing exchange able to obtain information. The second is that the commodity underlies a futures contract that has been made available to trade on a designated contract market for at least six months and that the exchange has a comprehensive surveillance sharing agreement, including through ISG membership. The third is a limited initial route tied to an ETF that provides at least forty percent exposure to the commodity. These pathways are the US SEC’s articulated means to address manipulation and information sharing in underlying markets. A bitcoin trust should anchor its showing to these specified criteria.
Product scope and leverage restrictions
The generic standards exclude leveraged or inverse exposures. The orders provide that a trust “may not seek … to provide investment returns … by a specified multiple, or … an inverse or multiple inverse relationship” over a period. Applicants should confirm that the trust’s objective is unlevered exposure to the reference asset and that it will adhere to its stated objective under normal market conditions.
Transparency and continuous public disclosure
The US SEC’s approvals rely on a granular, public, and daily disclosure regime. A trust must prominently disclose before the market open the ticker, identifier, description, quantity and percentage weighting for each commodity, derivative, security, cash, and cash equivalent held. It must publish the current net asset value per share, the market price, and the premium or discount as of the prior business day, as well as a table and line graph of premiums and discounts, the median bid ask spread computed over ten second intervals for thirty days, liquidity risk policies and procedures, NAV methodology, prior day trading volume, and an effective prospectus. These are not optional investor relations add ons. They are conditions the US SEC relied on to support investor protection and fair pricing. A bitcoin trust should commit to each disclosure item.
Liquidity risk governance and the eighty five percent test
The US SEC tied approval to formal liquidity risk policies where assets are not readily available for redemption. If less than eighty five percent of assets are available on a daily basis, the trust must have written policies reasonably designed to address meeting redemptions without diluting remaining investors, including stress conditions, holdings in derivatives, cash and cash equivalent buffers, funding sources, and any assets that are segregated, pledged, or otherwise restricted. The order includes the specific definition of assets “not readily available,” and it notes the application of this standard to digital assets engaged in protocol staking. A bitcoin trust should adopt and publish a policy that meets this standard and explain how it is implemented in normal and stressed conditions.
Listing, continued listing, and delisting triggers
The approvals require clear initial and continued listing criteria. Exchanges must set a minimum number of shares outstanding at launch and require issuers to notify promptly upon any non compliance. The orders specify surveillance procedures and enumerate trading suspension and delisting triggers, including holder count, shares outstanding, and minimum market value. An applicant should evidence how it will meet these objective criteria at launch and throughout the product’s life, and how the sponsor and listing exchange will monitor compliance.
Trading halts and data integrity
The US SEC tied approval to the ability to halt trading when core data are interrupted. An exchange may halt trading during any interruption to dissemination of the reference asset or index value, the intraday indicative value, the required website disclosures, or the NAV. A bitcoin trust should document how its data providers, calculation agents, and contingency plans ensure continuous dissemination, and how the listing exchange can and will halt if required.
Composition rules for multi-asset digital funds
For NYSE Arca listing of the Grayscale Digital Large Cap Fund, the US SEC approved a construction that ensures as of 4:00 p.m. New York time on every trading day at least eighty five percent of the fund components will be commodities that are the primary investment underlying exchange traded products already approved to list and trade on a national securities exchange. The order describes the manager’s obligation to rebalance by the next trading session if that threshold will not be met and to notify the exchange, with trading halts if necessary until the threshold is restored. This is a risk control and a market integrity device. Even if a bitcoin trust is single asset, this eighty five percent discipline and the associated notice and halt mechanics are instructive for compliance architecture.
Use of independent reference rates and NAV methodology
The US SEC accepted a methodology in which the fund calculates NAV at 4:00 p.m. New York time by reference to index prices that are themselves computed from digital asset trading platforms under specified rules. The order requires disclosure of the NAV methodology on the trust’s website. A bitcoin trust should explain its reference rate selection, calculation windows, constituent venues, and outlier and manipulation filters, and should publish that methodology in full.
Reliance on prior approvals and product taxonomy
The Grayscale order expressly cross references the US SEC’s Spot Bitcoin ETP Approval Order and Spot Ether ETP Approval Order, which approved Commodity Based Trust Shares holding one hundred percent of assets in spot bitcoin and spot ether. It also cross references the contemporaneous approval of generic standards. Applicants should take note that the US SEC is building a consistent taxonomy across bitcoin, ether, and broader spot commodity ETPs and should situate a bitcoin trust within that taxonomy.
Broader market infrastructure recognition
The Cboe order granting accelerated approval for p.m. settled options on the Cboe Bitcoin U.S. ETF Index and the Mini Cboe Bitcoin U.S. ETF Index recognises additional listed derivatives and expirations around bitcoin ETF exposures, with trading hours and position limit aggregation rules. While not a listing standard for a trust, it evidences the US SEC’s focus on clear product rules, trading windows, and position limit integration for bitcoin linked instruments. Applicants can cite this as contextual market infrastructure support.
