106704 Federal Register / Vol. 89, No. 249 / Monday, December 30, 2024 / Notices 

24 17 CFR 200.30–3(a)(12). 

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–CboeEDGX–2024–085 and should be 

submitted on or before January 21, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.24

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–30909 Filed 12–27–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–149, OMB Control No. 

3235–0130] 

Submission for OMB Review; 

Comment Request; Extension: Rule 

17Ad–2(c), (d), and (h) 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Rule 17Ad–2(c), (d), and (h), (17 CFR 

240.17Ad–2(c), (d), and (h)), under the 

Securities Exchange Act of 1934 (15 

U.S.C. 78a et seq.). 

Rule 17Ad–2(c), (d), and (h) 

enumerates the requirements with 

which transfer agents must comply to 

inform the Commission or the 

appropriate regulator of a transfer 

agent’s failure to meet the minimum 

performance standards set by the 

Commission rule by filing a notice. 

While it is estimated that there are 

740 transfer agents, only approximately 

three notices pursuant to Rule 17Ad– 

2(c), (d), and (h) are filed annually. In 

view of: (a) the readily available nature 

of most of the information required to be 

included in the notice (since that 

information must be compiled and 

retained pursuant to other Commission 

rules); (b) the summary fashion that 

such information must be presented in 

the notice (most notices are one page or 

less in length); and (c) the experience of 

the staff regarding the notices, the 

Commission staff estimates that, on 

average, most notices require 

approximately one-half hour to prepare. 

The Commission staff thus estimates 

that transfer agents spend an average of 

a total of one and a half hours per year 

complying with the rule (3 × .5 hours = 

1.5 hours). 

The retention period for the 

recordkeeping requirement under Rule 

17Ad–2(c), (d), and (h) is not less than 

two years following the date the notice 

is submitted. The recordkeeping 

requirement under this rule is 

mandatory to assist the Commission in 

monitoring transfer agents who fail to 

meet the minimum performance 

standards set by the Commission rule. 

This rule does not involve the collection 

of confidential information. Please note 

that a transfer agent is not required to 

file under the rule unless it does not 

meet the minimum performance 

standards for turnaround, processing or 

forwarding items received for transfer 

during a month. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

The public may view and comment 

on this information collection request 

at: https://www.reginfo.gov/public/do/ 

PRAViewICR?ref_nbr=202410-3235-005 

or send an email comment to 

MBX.OMB.OIRA.SEC_desk_officer@

omb.eop.gov within 30 days of the day 

after publication of this notice by 

January 30, 2025. 

Dated: December 23, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–31359 Filed 12–27–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–653, OMB Control No. 

3235–0703] 

Submission for OMB Review; 

Comment Request; Extension: 

Regulation SCI, Form SCI 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Regulation Systems Compliance and 

Integrity (‘‘Regulation SCI’’) (17 CFR 

242.1000–1007) and Form SCI (17 CFR 

249.1900) under the Securities 

Exchange Act of 1934 (‘‘Exchange Act’’) 

(15 U.S.C. 78a et seq.). 

Regulation SCI requires certain key 

market participants to, among other 

things: (1) have comprehensive policies 

and procedures in place to help ensure 

the robustness and resiliency of their 

technological systems, and also that 

their technological systems operate in 

compliance with the federal securities 

laws and with their own rules; and (2) 

provide certain notices and reports to 

the Commission to improve 

Commission oversight of securities 

market infrastructure. 

Regulation SCI advances the goals of 

the national market system by 

enhancing the capacity, integrity, 

resiliency, availability, and security of 

the automated systems of entities 

important to the functioning of the U.S. 

securities markets, as well as reinforcing 

the requirement that such systems 

operate in compliance with the 

Exchange Act and rules and regulations 

thereunder, thus strengthening the 

infrastructure of the U.S. securities 

markets and improving its resilience 

when technological issues arise. In this 

respect, Regulation SCI establishes an 

updated and formalized regulatory 

framework, thereby helping to ensure 

more effective Commission oversight of 

such systems. 

Respondents consist of national 

securities exchanges and associations, 

registered clearing agencies, exempt 

clearing agencies, plan processors, and 

alternative trading systems. There are 

currently 48 respondents, and the 

Commission staff estimates that, on 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 249 / Monday, December 30, 2024 / Notices 106705 

1See Securities Exchange Act Release No. 34– 

90610 (December 9, 2020), 86 FR 18596 (April 9, 

2021) (File No. S7–03–20) (‘‘Infrastructure Adopting 

Release’’). 

2Some of these respondents were estimated to 

incur no, or only part of, the estimated initial 

burdens because they were already subject to 

Regulation SCI (i.e., as plan processors, SROs or 

affiliates of SROs). 

average, 2 new respondents may become 

SCI entities each year, 1 of which would 

be a self-regulatory organization 

(‘‘SRO’’). Accordingly, Commission staff 

estimates that over the next three years 

there will be an average of 50 

respondents per year. 

In addition, in December 2020, the 

Commission adopted amendments to 

Regulation SCI in connection with 

updates to the national market system 

for the collection, consolidation, and 

dissemination of information with 

respect to quotations for and 

transactions in national market system 

(‘‘NMS’’) stocks (‘‘Infrastructure 

Amendments’’). Specifically, the 

Commission adopted a definition of 

‘‘SCI competing consolidator’’ that will 

subject competing consolidators to 

Regulation SCI, after a transition period, 

if they are above a specified 

consolidated market data gross revenue 

threshold.1 The Infrastructure 

Amendments increased the number of 

respondents to the collections of 

information in Regulation SCI, and the 

Commission estimates that seven 

competing consolidators will meet this 

definition and be subject to the 

requirements of Regulation SCI.2

Rule 1001(a) requires each SCI entity 

to establish, maintain, and enforce 

written policies and procedures 

reasonably designed to ensure that its 

SCI systems and, for purposes of 

security standards, indirect SCI systems, 

have levels of capacity, integrity, 

resiliency, availability, and security, 

adequate to maintain the SCI entity’s 

operational capability and promote the 

maintenance of fair and orderly markets. 

The Commission staff estimates that the 

total annual initial recordkeeping 

burden for 7 new respondents will be 

4,511 hours, and the annual ongoing 

recordkeeping burden for all 55 

respondents will be, on average, 12,760 

hours. The Commission staff estimates 

that the 7 new respondents would incur, 

on average, an annual initial internal 

cost of compliance of $1,696,578, as 

well as outside legal or consulting costs 

of $305,500. In addition, all respondents 

will incur, on average, an estimated 

ongoing annual internal cost of 

compliance of $4,801,060. 

Rule 1001(b) requires each SCI entity 

to establish, maintain, and enforce 

written policies and procedures 

reasonably designed to ensure that its 

SCI systems operate in a manner that 

complies with the Exchange Act and the 

rules and regulations thereunder and 

the entity’s rules and governing 

documents, as applicable. The 

Commission staff estimates that the total 

annual initial recordkeeping burden for 

7 new respondents will be 1,755 hours, 

and the annual ongoing recordkeeping 

burden for all respondents will be, on 

average, 8,105 hours. The Commission 

staff estimates that the 7 new 

respondents would incur an initial 

internal cost of compliance of $628,160, 

as well as outside legal or consulting 

costs of $175,500. In addition, all 

respondents will incur, on average, an 

estimated ongoing annual internal cost 

of compliance of $2,881,660. 

Rule 1001(c) requires each SCI entity 

to establish, maintain, and enforce 

reasonably designed written policies 

and procedures that include the criteria 

for identifying responsible SCI 

personnel, the designation and 

documentation of responsible SCI 

personnel, and escalation procedures to 

quickly inform responsible SCI 

personnel of potential SCI events. The 

Commission staff estimates that the total 

annual initial recordkeeping burden for 

7 new respondents will be 741 hours, 

and the annual ongoing recordkeeping 

burden for all respondents will be, on 

average, 2,145. The Commission staff 

estimates that the 7 new respondents 

would incur an initial internal cost of 

compliance of $309,868, and all 

respondents will incur, on average, an 

estimated ongoing annual internal cost 

of compliance of $958,485. 

Rule 1004 requires each SCI entity to 

establish standards for the designation 

of certain members or participants for 

BC/DR plan testing, to designate 

members or participants in accordance 

with these standards, to require 

participation by designated members or 

participants in such testing at least 

annually, and to coordinate such testing 

on an industry- or sector-wide basis 

with other SCI entities. The Commission 

staff estimates that the total annual 

initial recordkeeping burden for 9 new 

respondents will be 2,700 hours, and 

the annual ongoing recordkeeping 

burden for all respondents that are not 

plan processors will be, on average, 

7,425 hours. The Commission staff 

estimates that the 7 new respondents 

would incur an initial internal cost of 

compliance of $902,865. In addition, all 

respondents that are not plan processors 

will incur, on average, an estimated 

ongoing annual internal cost of 

compliance of $2,217,600. In addition, 

the Commission staff estimates that the 

2 plan processor respondents will incur 

an estimated ongoing annual cost of 

$108,000 for outside legal services 

($54,000 per plan processor respondent 

× 2 respondents). 

Rule 1002(b)(1) requires each SCI 

entity, upon any responsible SCI 

personnel having a reasonable basis to 

conclude that an SCI event has 

occurred, to notify the Commission 

immediately. The Commission staff 

estimates that the total annual ongoing 

burden for all 55 respondents will be, 

on average, 440 hours. The Commission 

staff estimates that respondents will 

incur, on average, an estimated ongoing 

annual internal cost of compliance of 

$151,882.50. 

Rule 1002(b)(2) requires each SCI 

entity, within 24 hours of any 

responsible SCI personnel having a 

reasonable basis to conclude that the 

SCI event has occurred, to submit a 

written notification to the Commission 

pertaining to the SCI event on a good 

faith, best efforts basis. These 

notifications are required to be 

submitted on Form SCI. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 6,600 

hours. The Commission staff estimates 

that respondents will incur, on average, 

an estimated ongoing annual internal 

cost of compliance of $2,427,325. 

Rule 1002(b)(3) requires each SCI 

entity to provide updates to the 

Commission pertaining to an SCI event 

on a regular basis, or at such frequency 

as reasonably requested by a 

representative of the Commission, until 

the SCI event is resolved and the SCI 

entity’s investigation of the SCI event is 

closed. The Commission staff estimates 

that the total annual ongoing burden for 

all 55 respondents will be, on average, 

578 hours. The Commission staff 

estimates that all respondents will 

incur, on average, an estimated ongoing 

annual internal cost of compliance of 

$202,235. 

Rule 1002(b)(4) requires each SCI 

entity to submit written interim reports, 

as necessary, and a written final report 

regarding an SCI event to the 

Commission. These reports are required 

to be submitted on Form SCI. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 9,625 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of 

$3,795,800. 

Rule 1002(b)(5) requires each SCI 

entity to submit to the Commission 

quarterly reports containing a summary 

description of any systems disruption or 

systems intrusion that has had, or the 


ddrumheller on DSK120RN23PROD with NOTICES1
106706 Federal Register / Vol. 89, No. 249 / Monday, December 30, 2024 / Notices 

SCI entity reasonably estimates would 

have, no or a de minimis impact on the 

SCI entity’s operations or on market 

participants. These reports are required 

to be submitted on Form SCI. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 8,800 

hours. The Commission staff estimates 

that respondents will incur, on average, 

an estimated ongoing annual internal 

cost of compliance of $3,329,040. 

In addition, the Commission staff 

estimates that all 55 respondents will 

incur, on average, annual costs of 

$319,000 for outside legal advice in 

preparation of certain notifications 

required by Rule 1002(b). 

Rule 1002(c)(1)(i) requires each SCI 

entity, promptly after any responsible 

SCI personnel has a reasonable basis to 

conclude that an SCI event (other than 

a systems intrusion) has occurred, to 

disseminate certain information to its 

members or participants. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 1,155 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of $506,815. 

Rule 1002(c)(1)(ii) requires each SCI 

entity, when known, to promptly 

disseminate additional information 

about an SCI event (other than a systems 

intrusion) to its members or 

participants. Rule 1002(c)(1)(iii) 

requires each SCI entity to provide to its 

members or participants regular updates 

of any information required to be 

disseminated under Rules 1002(c)(1)(i) 

and (ii) until the SCI event is resolved. 

The Commission staff estimates that the 

total annual ongoing burden for all 55 

respondents will be, on average, 6,435 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of 

$2,841,795. 

Rule 1002(c)(2) requires each SCI 

entity to disseminate certain 

information regarding a systems 

intrusion to its members or participants, 

and provides an exception when the SCI 

entity determines that dissemination of 

such information would likely 

compromise the security of its SCI 

systems or indirect SCI systems, or an 

investigation of the systems intrusion, 

and documents the reasons for such 

determination. The Commission staff 

estimates that the total annual ongoing 

burden for all 55 respondents will be, 

on average, 550 hours. The Commission 

staff estimates that all respondents will 

incur, on average, an estimated ongoing 

annual internal cost of compliance of 

$242,330. 

In addition, the Commission staff 

estimates that all 55 respondents will 

incur, on average, annual costs of 

$182,600 for outside legal advice in 

preparation of certain notifications 

required by Rule 1002(c). 

Rule 1003(a)(1) requires each SCI 

entity to submit to the Commission 

quarterly reports describing completed, 

ongoing, and planned material changes 

to its SCI systems and security of 

indirect SCI systems during the prior, 

current, and subsequent calendar 

quarters. These reports are required to 

be submitted on Form SCI. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 27,500 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of 

$9,204,800. 

Rule 1003(a)(2) requires each SCI 

entity to promptly submit a 

supplemental report notifying the 

Commission of a material error in or 

material omission from a report 

previously submitted under Rule 

1003(a)(1). These reports are required to 

be submitted on Form SCI. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 825 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of $293,040. 

Rule 1003(b)(1) requires each SCI 

entity to conduct an SCI review of its 

compliance with Regulation SCI not less 

than once each calendar year, with an 

exception for penetration test reviews, 

which are required to be conducted not 

less than once every three years. Rule 

1003(b)(1) also provides an exception 

for assessments of SCI systems directly 

supporting market regulation or market 

surveillance, which are required to be 

conducted at a frequency based on the 

risk assessment conducted as part of the 

SCI review, but in no case less than 

once every three years. Rule 1003(b)(2) 

requires each SCI entity to submit a 

report of the SCI review to senior 

management no more than 30 calendar 

days after completion of the review. The 

Commission staff estimates that the total 

annual ongoing burden for all 55 

respondents will be, on average, 37,950 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of 

$13,623,225. 

Rule 1003(b)(3) requires each SCI 

entity to submit the report of the SCI 

review to the Commission and to its 

board of directors or the equivalent of 

such board, together with any response 

by senior management, within 60 

calendar days after its submission to 

senior management. These reports are 

required to be submitted on Form SCI. 

The Commission staff estimates that the 

total annual ongoing burden for all 55 

respondents will be, on average, 55 

hours. The Commission staff estimates 

that all respondents will incur, on 

average, an estimated ongoing annual 

internal cost of compliance of $25,410. 

In addition, the Commission staff 

estimates that all respondents will 

incur, on average, annual costs of 

$2,750,000 for outside legal advice in 

preparation of certain notifications 

required by Rule 1003(b). 

Rule 1006 requires each SCI entity, 

with a few exceptions, to file any 

notification, review, description, 

analysis, or report to the Commission 

required under Regulation SCI 

electronically on Form SCI through the 

EFFS. An SCI entity will submit to the 

Commission an EAUF to register each 

individual at the SCI entity who will 

access the EFFS system on behalf of the 

SCI entity. The Commission staff 

estimates that the total annual initial 

burden for 7 new respondents will be 2 

hours, and the annual ongoing burden 

for all respondents will be, on average, 

8 hours. The Commission staff estimates 

that the 7 new respondents would incur 

an initial internal cost of compliance of 

$903. In addition, all 55 respondents 

will incur, on average, an estimated 

ongoing annual internal cost of 

compliance of $3,795, as well as outside 

costs to obtain a digital ID of $2,750. 

Rule 1002(a) requires each SCI entity, 

upon any responsible SCI personnel 

having a reasonable basis to conclude 

that an SCI event has occurred, to begin 

to take appropriate corrective action. 

The Commission staff estimates that the 

total annual initial recordkeeping 

burden for 7 new respondents will be 

741 hours, and the annual ongoing 

recordkeeping burden for all 55 

respondents will be, on average, 2,145 

hours. The Commission staff estimates 

that the 7 new respondents would incur 

an initial internal cost of compliance of 

$309,868. In addition, all 55 

respondents will incur, on average, an 

estimated ongoing annual internal cost 

of compliance of $949,190. 

Rule 1003(a)(1) requires each SCI 

entity to establish reasonable written 

criteria for identifying a change to its 

SCI systems and the security of indirect 

SCI systems as material. The 

Commission staff estimates that the total 

annual initial recordkeeping burden for 

7 new respondents will be 741 hours, 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 249 / Monday, December 30, 2024 / Notices 106707 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 101218 

(Sept. 30, 2024), 89 FR 80970 (Oct. 4, 2024) (SR– 

NASDAQ–2024–028) (‘‘Hashdex Filing’’). 

4See Amendment No. 1 to Proposed Rule Change 

to List and Trade Shares of the Franklin Crypto 

Index ETF, a Series of the Franklin Crypto Trust, 

under BZX Rule 14.11(e)(4), Commodity-Based 

Trust Shares (SR–CboeBZX–2024–091), filed Dec. 

17, 2024, available at: https://www.sec.gov/ 

comments/sr-cboebzx-2024-091/ 

srcboebzx2024091.htm (‘‘Franklin Filing’’). 

5The Commission did not receive any comments 

on the Franklin Filing. Comments received on the 

Hashdex Filing are available at: https://

www.sec.gov/comments/sr-nasdaq-2024-028/ 

srnasdaq2024028.htm. 

6See supra notes 3–4. 

7Bitcoins are digital assets that are issued and 

transferred via a distributed, open-source protocol 

used by a peer-to-peer computer network through 

which transactions are recorded on a public 

transaction ledger known as the ‘‘Bitcoin 

blockchain.’’ The Bitcoin protocol governs the 

creation of new bitcoins and the cryptographic 

system that secures and verifies bitcoin 

transactions. 

8Ether is a digital asset that is native to, and 

minted and transferred via, a distributed, opensource protocol used by a peer-to-peer computer 

network through which transactions are recorded 

on a public transaction ledger known as 

‘‘Ethereum.’’ The Ethereum protocol governs the 

creation of new ether and the cryptographic system 

that secures and verifies transactions on Ethereum. 

9Each Trust could also hold cash and cash 

equivalents. See Hashdex Filing at 80970; Franklin 

Filing at 8. 

10The Franklin Filing is being approved on an 

accelerated basis. See infra Section III. 

11 In approving the Proposals, the Commission 

has considered the Proposals’ impacts on efficiency, 

competition, and capital formation. See 15 U.S.C. 

78c(f). 

12 15 U.S.C. 78f(b)(5). 

13 15 U.S.C. 78k–1(a)(1)(C)(iii). 

and the annual ongoing recordkeeping 

burden for all 55 respondents will be, 

on average, 1,485 hours. The 

Commission staff estimates that the 7 

new respondents would incur an initial 

internal cost of compliance of $309,868. 

In addition, all 55 respondents will 

incur, on average, an estimated ongoing 

annual internal cost of compliance of 

$711,095. 

Regulation SCI also requires SCI 

entities to identify certain types of 

events and systems. The Commission 

staff estimates that the total annual 

initial recordkeeping burden for 7 new 

respondents will be 1,287 hours, and 

the annual ongoing recordkeeping 

burden for all 55 respondents will be, 

on average, 2,145 hours. The 

Commission staff estimates that the 7 

new respondents would incur an initial 

internal cost of compliance of $507,936. 

In addition, all 55 respondents will 

incur, on average, an estimated ongoing 

annual internal cost of compliance of 

$949,190. 

Rules 1005 and 1007 establish 

recordkeeping requirements for SCI 

entities other than SROs. The 

Commission staff estimates that for 6 

new respondents that are not SROs the 

average annual initial burden would be 

935 hours, and the annual ongoing 

burden for all 19 respondents will be, 

on average, 475 hours. The Commission 

staff estimates that 6 new respondents 

would incur an estimated internal 

initial internal cost of compliance of 

$72,930, as well as a one-time cost of 

$5,400 to modify existing recordkeeping 

systems. In addition, all 19 respondents 

will incur, on average, an estimated 

ongoing internal cost of compliance of 

$37,050. 

The Commission estimates that the 

increase in the number of SCI entities 

raises the total industry annual burden 

hours to 150,619 hours and cost to 

$3,848,749 respectively. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

under the PRA unless it displays a 

currently valid OMB control number. 

The public may view and comment 

on this information collection request 

at: https://www.reginfo.gov/public/do/ 

PRAViewICR?ref_nbr=202410-3235-003 

or send an email comment to 

MBX.OMB.OIRA.SEC_desk_officer@

omb.eop.gov within 30 days of the day 

after publication of this notice by 

January 30, 2025. 

Dated: December 23, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–31351 Filed 12–27–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101998; File Nos. SR– 

NASDAQ–2024–028; SR–CboeBZX–2024– 

091] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Cboe BZX 

Exchange, Inc.; Order Granting 

Approval of a Proposed Rule Change, 

as Modified by Amendment No. 1, To 

List and Trade Shares of the Hashdex 

Nasdaq Crypto Index US ETF and 

Granting Accelerated Approval of a 

Proposed Rule Change, as Modified by 

Amendment No. 1, To List and Trade 

Shares of the Franklin Crypto Index 

ETF, a Series of the Franklin Crypto 

Trust 

December 19, 2024. 

I. Introduction 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 each of The Nasdaq Stock 

Market LLC (‘‘Nasdaq’’) and Cboe BZX 

Exchange, Inc. (‘‘BZX’’, and together 

with Nasdaq, the ‘‘Exchanges’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) proposed 

rule changes to list and trade shares of 

the following. Nasdaq proposes to list 

and trade shares of the Hashdex Nasdaq 

Crypto Index US ETF 3 under Nasdaq 

Rule 5711(d) (Commodity-Based Trust 

Shares); and BZX proposes to list and 

trade shares of the Franklin Crypto 

Index ETF, a series of the Franklin 

Crypto Trust,4 under BZX Rule 

14.11(e)(4) (Commodity-Based Trust 

Shares). Each filing was subject to 

notice and comment.5

Each of the foregoing proposed rule 

changes, as modified by their respective 

amendments, is referred to herein as a 

‘‘Proposal’’ and together as the 

‘‘Proposals.’’ Each trust (or series of a 

trust) described in a Proposal is referred 

to herein as a ‘‘Trust’’ and together as 

the ‘‘Trusts.’’ As described in more 

detail in the Proposals’ respective 

amended filings,6 each Proposal seeks to 

list and trade shares of a Trust that 

would hold both spot bitcoin 7 and spot 

ether,8 in whole or in part.9 This order 

approves the Proposals.10

II. Discussion and Commission 

Findings 

After careful review, the Commission 

finds that the Proposals are consistent 

with the Exchange Act and rules and 

regulations thereunder applicable to a 

national securities exchange.11 In 

particular, the Commission finds that 

the Proposals are consistent with 

Section 6(b)(5) of the Exchange Act,12

which requires, among other things, that 

the Exchanges’ rules be designed to 

‘‘prevent fraudulent and manipulative 

acts and practices’’ and, ‘‘in general, to 

protect investors and the public 

interest;’’ and with Section 

11A(a)(1)(C)(iii) of the Exchange Act,13

which sets forth Congress’ finding that 

it is in the public interest and 

appropriate for the protection of 

investors and the maintenance of fair 

and orderly markets to assure the 

availability to brokers, dealers, and 

investors of information with respect to 

quotations for and transactions in 

securities. 

A. Exchange Act Section 6(b)(5) 

The Commission has explained that 

one way an exchange that lists bitcoinbased or ether-based exchange-traded 

products (‘‘ETPs’’) can meet the 

obligation under Exchange Act Section 

6(b)(5) that its rules be designed to 

prevent fraudulent and manipulative 

acts and practices is by demonstrating 

that the exchange has a comprehensive 

surveillance-sharing agreement with a 


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