Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Grayscale Bitcoin Mini Trust Shares To Trade Under NYSE Arca Rule 8.201-E (Generic) Commodity-Based Trust Shares

<NOTICE> SECURITIES AND EXCHANGE COMMISSION <DEPDOC>[Release No. 34-104413; File No. SR-NYSEARCA-2025-86]</DEPDOC> <SUBJECT>Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Grayscale Bitcoin Mini Trust Shares To Trade Under NYSE Arca Rule 8.201-E (Generic) Commodity-Based Trust Shares</SUBJECT> <DATE>December 16, 2025.</DATE> Pursuant to Section 19(b)(1)  <SU>1</SU> <FTREF/> of the Securities Exchange Act of 1934 (“Act”), <SU>2</SU> <FTREF/> and Rule 19b-4 thereunder, <SU>3</SU> <FTREF/> notice is hereby given that on December 3, 2025, NYSE Arca, Inc. (“NYSE Arca” or the “Exchange”) filed with the Securities and Exchange Commission (“SEC” or “Commission”) the proposed rule change as described in Items I and II below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. <FTNT> <SU>1</SU>  15 U.S.C. 78s(b)(1). </FTNT> <FTNT> <SU>2</SU>  15 U.S.C. 78a. </FTNT> <FTNT> <SU>3</SU>  17 CFR 240.19b-4. </FTNT> <HD SOURCE="HD1">I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change</HD> The Exchange proposes to amend the Grayscale Bitcoin Mini Trust (the “Trust”), shares of which are currently listed and traded on the Exchange pursuant to Rule 8.201-E (Non-Generic), to list and trade on the Exchange pursuant to Rule 8.201-E (Generic). The proposed rule change is available on the Exchange's website at <E T="03">www.nyse.com</E> and at the principal office of the Exchange. <HD SOURCE="HD1">II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change</HD> In its filing with the Commission, the self-regulatory organization 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 those 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 parts of such statements. <HD SOURCE="HD2">A. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change</HD> <HD SOURCE="HD3">1. Purpose</HD> The Exchange proposes to amend the Trust, shares of which currently list and trade on the Exchange pursuant to Rule 8.201-E (Non-Generic), <SU>4</SU> <FTREF/> to list and trade on the Exchange pursuant to Rule 8.201-E (Generic). <FTNT> <SU>4</SU>   <E T="03">See</E> Securities Exchange Act Release No. 100610 (July 26, 2024), 89 FR 62821 (August 1, 2024) (SR-NYSEARCA-2024-45) (Order Granting Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Grayscale Bitcoin Mini Trust and Granting Accelerated Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Pando Asset Spot Bitcoin Trust) (the “Original Approval Order”). </FTNT> The shares of the Trust (“Shares”) will meet the requirements of Rule 8.201-E (Generic) and will be required to comply with the continued listing requirements set forth in such Rule. <HD SOURCE="HD3">2. Statutory Basis</HD> The Exchange believes the proposed rule change is consistent with the Act and the rules and regulations thereunder applicable to the Exchange and, in particular, the requirements of Section 6(b)  <SU>5</SU> <FTREF/> of the Act. Specifically, the Exchange believes the proposed rule change is consistent with the Section 6(b)(5)  <SU>6</SU> <FTREF/> 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. <FTNT> <SU>5</SU>  15 U.S.C. 78f(b)(5). </FTNT> <FTNT> <SU>6</SU>  15 U.S.C. 78f(b)(5). </FTNT> The Exchange believes the proposed rule change is designed to remove impediments to and perfect the mechanism of a free and open market and, in general, to protect investors and the public interest because it would provide for the transition of the Trust from being listed under Rule 8.201-E (Non-Generic) to Rule 8.201-E (Generic) instead. The proposed change would allow the Shares to continue listing and trading on the Exchange and permit the Trust to operate in reliance on the generic listing standards in Rule 8.201-E (Generic) instead of the terms of the Original Approval Order, thereby facilitating the continued listing and trading of exchange-traded products that will enhance competition among market participants, to the benefit of investors and the marketplace. The Shares will meet the requirements of Rule 8.201-E (Generic) and will be required to comply with the continued listing standards set forth in Rule 8.201-E (Generic). <HD SOURCE="HD2">B. Self-Regulatory Organization's Statement on Burden on Competition</HD> The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purpose of the Act. As discussed above, the proposed change is intended to facilitate the continued listing and trading of the Shares on the Exchange, thereby promoting competition among exchange-traded products to the benefit of investors and the marketplace. <HD SOURCE="HD2">C. Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received from Members, Participants, or Others</HD> No written comments were solicited or received with respect to the proposed rule change. <HD SOURCE="HD1">III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action</HD> The Exchange has filed the proposed rule change pursuant to Section 19(b)(3)(A) of the Act  <SU>7</SU> <FTREF/> and Rule 19b-4(f)(6)  <SU>8</SU> <FTREF/> thereunder. Because the foregoing proposed rule change does not: (i) significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; or (iii) become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate, it has become effective pursuant to Section 19(b)(3)(A) of the Act  <SU>9</SU> <FTREF/> and Rule 19b-4(f)(6)  <SU>10</SU> <FTREF/> thereunder. <FTNT> <SU>7</SU>  15 U.S.C. 78s(b)(3)(A). </FTNT> <FTNT> <SU>8</SU>  17 CFR 240.19b-4(f)(6). </FTNT> <FTNT> <SU>9</SU>  15 U.S.C. 78s(b)(3)(A). </FTNT> <FTNT> <SU>10</SU>  17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) requires the Exchange to give the Commission written notice of its intent to file the proposed rule change, along with a brief description and text of the proposed rule change, at least five business days prior to the date of filing of the proposed rule change, or such shorter time as designated by the Commission. The Exchange has satisfied this requirement. </FTNT> A proposed rule change filed under Rule 19b-4(f)(6)  <SU>11</SU> <FTREF/> normally does not become operative prior to 30 days after the date of the filing. However, pursuant to Rule 19b-4(f)(6)(iii), <SU>12</SU> <FTREF/> the Commission may designate a shorter time if such action is consistent with protection of investors and the public interest. The Exchange has asked the Commission to waive the 30-day operative delay so that the proposed rule change may become effective and operative immediately upon filing. The Commission believes that waiving the 30-day operative delay is consistent with the protection of investors and the public interest because it will allow the Exchange to promptly transition the Shares to list and trade under Rule 8.201-E (Generic), thereby providing for the continued listing and trading of the Shares on the Exchange without delay and does not introduce any novel regulatory issues. Accordingly, the Commission designates the proposed rule change to be operative upon filing. <SU>13</SU> <FTREF/> <FTNT> <SU>11</SU>  17 CFR 240.19b-4(f)(6). </FTNT> <FTNT> <SU>12</SU>  17 CFR 240.19b-4(f)(6)(iii). </FTNT> <FTNT> <SU>13</SU>  For purposes only of waiving the 30-day operative delay, the Commission also has considered the proposed rule's impact on efficiency, competition, and capital formation. <E T="03">See</E> 15 U.S.C. 78c(f). </FTNT> At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission will institute proceedings to determine whether the proposed rule change should be approved or disapproved. <HD SOURCE="HD1">IV. Solicitation of Comments</HD> 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: <HD SOURCE="HD2">Electronic Comments</HD> • Use the Commission's internet comment form ( <E T="03">https://www.sec.gov/rules/sro.shtml</E> ); or • Send an email to <E T="03">rule-comments@sec.gov.</E> Please include file number SR-NYSEARCA-2025-86 on the subject line. <HD SOURCE="HD2">Paper Comments</HD> • Send paper comments ━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━ Preview showing 10k of 11k characters. Full document text is stored and available for version comparison. ━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━