Franklin Ethereum ETF Seeks Generic Listing Standards

Item 1. Text of the Proposed Rule Change

(a) Pursuant to the provisions of Section 19(b)(1) under the Securities Exchange Act of 1934 ("Exchange Act" or the "Act"), and Rule 19b-4 thereunder, 1 2 Cboe BZX Exchange, Inc. ("BZX" or the "Exchange") is filing with the Securities and Exchange Commission ("Commission" or "SEC") a proposed rule change to amend the Franklin Ethereum ETF (the "Fund"), shares ("Fund Shares") of which have been approved by the Commission to list and trade on the Exchange pursuant to BZX Rule 14.11(e)(4) under an approval order, to permit the Fund to list and trade under the generic listing standards of that rule. (b) Not applicable. (c) Not applicable.

Item 2. Procedures of the Self-Regulatory Organization

(a) The Exchange's President (or designee) pursuant to delegated authority approved the proposed rule change on April 6, 2026. (b) Please refer questions and comments on the proposed rule change to Pat Sexton, Executive Vice President, General Counsel, and Corporate Secretary, (312) 786- 7467, or Sarah Tadtman, (913) 424-2970, Cboe BZX Exchange, Inc., 433 West Van Buren Street, Chicago, Illinois 60607.

15 U.S.C. 78s(b)(1). 1 17 CFR 240.19b-4. 2

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Item 3. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change

(a) Purpose The Commission has previously approved the listing and trading of shares for the Fund under Rule 14.11(e)(4), and the Fund currently lists and trades on the Exchange. The 3 Exchange now proposes to transition this Fund to operate under the recently Commission- approved generic listing standards for Commodity-Based Trust Shares pursuant to Rule 14.11(e)(4) ("Amended Rule 14.11(e)(4)"). The Fund will meet the requirements of 4

requirements set forth in such Rule. (b) Statutory Basis The Exchange believes the proposed rule change is consistent with the Act and the rules and regulations thereunder applicable to the Exchange and, in particular, the requirements of Section 6(b) of the Act. Specifically, the Exchange believes the 5 requirements that the rules of 6 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,

See Securities Exchange Act No. 100224 (May 23, 2024) 89 FR 46937 (May 30, 2024) (Order 3 Granting Accelerated Approval of Proposed Rule Changes, as Modified by Amendments Thereto, To List and Trade Shares of Ether-Based Exchange-Traded Products) (the "Ethereum ETP Approval Order") See Securities Exchange Act No. 103995 (September 17, 2025) 90 FR 45414 (September 22, 4

1. (SR-CboeBZX-2025-104) (Order Granting Accelerated Approval of Proposed Rule Changes, as Modified by Amendments Thereto, To Adopt Generic Listing Standards for Commodity-Based Trust Shares). 15 U.S.C. 78f(b). 5 15 U.S.C. 78f(b)(5). 6

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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 requirement that the rules of 7 an exchange not be designed to permit unfair discrimination between customers, issuers, brokers, or dealers. 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 Fund from being listed pursuant to the Ethereum ETP Approval Order to Amended Rule 14.11(e)(4) instead. The proposed change would allow the Fund Shares to continue listing and trading on the Exchange and permit the Fund to operate in reliance on the generic listing standards in Amended Rule 14.11(e)(4) instead of the terms of the Ethereum ETP 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 Fund will meet the requirements of

standards set forth in Amended Rule 14.11(e)(4).

Item 4. Self-Regulatory Organization's Statement on Burden on Competition

The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purpose of the Act. As discussed above, the proposed change is intended to facilitate the

Id. 7

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continued listing and trading of the Fund on the Exchange, thereby promoting competition among exchange-traded products to the benefit of investors and the marketplace.

Item 5. 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.

Item 6. Extension of Time Period for Commission Action

Not applicable.

Item 7. Basis for Summary Effectiveness Pursuant to Section 19(b)(3) or for Accelerated Effectiveness Pursuant to Section 19(b)(2) or Section 19(b)(7)(D)

(a) The proposed rule change is filed for immediate effectiveness pursuant to Section 19(b)(3)(A) of Act thereunder. 8 9 (b) The Exchange designates that the proposed rule change effects a change that (i) does not significantly affect the protection of investors or the public interest; (ii) does not impose any significant burden on competition; and (iii) by its terms, does not become operative for 30 days after the date of the filing, or such shorter time as the Commission may designate if consistent with the protection of investors and the public interest. Furthermore, Rule 19b-4(f)(6)(iii) requires a self-regulatory organization to 10 give the Commission written notice of its intent to file a proposed rule change under that subsection at least five business days prior to the date of filing, or such shorter time as

17 CFR 240.19b-4(f)(6)(iii). 10

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designated by the Commission. The Exchange respectively requests that the Commission waive the five business day prior notice period under Rule 19b-4(f)(6)(iii). The Exchange believes that the proposed rule change will not significantly affect the protection of investors or the public interest or impose any significant burden on competition because it is intended to promptly facilitate the listing and trading of the Fund Shares pursuant to Amended Rule 14.11(e)(4), rather than the Ethereum ETP Approval Order. The proposed change would allow the Fund Shares to continue listing and trading on the Exchange and permit the Fund to operate in reliance on the generic listing standards in Amended Rule 14.11(e)(4) instead of the terms of the Ethereum ETP Approval Order. The Fund will meet the requirements of Amended Rule 14.11(e)(4) and will be required to comply with the continued listing standards set forth in such Rule. Accordingly, this proposed rule change raises no novel regulatory issues and qualifies for immediate effectiveness as a "non-controversial" rule change under paragraph (f)(6) of Rule 19b-4. At any time within 60 days of the filing of this proposed 11 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. The Exchange requests that the Commission waive the 30-day operative delay, so that the proposed rule change may become immediately operative pursuant to Section

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19(b)(3)(A) thereunder. Waiver of the operative delay will allow 12 13 the Fund to immediately operate in reliance on the generic listing standards in Amended Rule 14.11(e)(4) instead of the terms of the Ethereum ETP Approval Order. The Exchange believes that waiver of the operative delay would be consistent with the protection of investors and the public interest because the relief requested would allow the Exchange to promptly list and trade the Fund Shares under Amended Rule 14.11(e)(4), thereby providing for the continued listing and trading of the Fund Shares. The Exchange notes that it would be able implement the proposed change immediately upon effectiveness of this rule filing; thus, waiver of the operative delay would allow the Exchange to promptly effect the transition from the Ethereum ETP Approval Order to Amended Rule 14.11(e)(4). The Exchange requests that the Commission waive the 30-day operative delay, so that the proposed rule change may become immediately operative pursuant to Section 19(b)(3)(A) thereunder. Waiver of the operative delay will allow 14 15 the Exchange to implement the proposed rule change immediately. The Exchange believes that waiver of the operative delay would be consistent with the protection of investors and the public interest because the relief requested would allow the Exchange to promptly list and trade the Fund Shares under Amended Rule 14.11(e)(4), thereby providing for the continued listing and trading of the Fund Shares. The Exchange notes that it would be able implement the proposed change immediately

12 13 14 15

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upon effectiveness of this rule filing; thus, waiver of the operative delay would allow the Exchange to promptly effect the transition from the Ethereum ETP Approval Order to Amended Rule 14.11(e)(4). For the foregoing reasons, the Exchange believes that this rule filing qualifies for immediate effectiveness as a "non-controversial" rule change. At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend such rule changes 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. (c) Not applicable. (d) Not applicable.

Item 8. Proposed Rule Change Based on Rules of Another Self-Regulatory Organization or of the Commission

The proposed rule change is not based on a rule either of another self-regulatory organization or of the Commission.

Item 9. Security-Based Swap Submissions Filed Pursuant to Section 3C of the Act

Not applicable.

Item 10. Advance Notices Filed Pursuant to Section 806(e) of the Payment, Clearing and Settlement Supervision Act

Not applicable.

Item 11. Exhibits

Exhibit 1. Completed Notice of Proposed Rule Change for publication in the Federal Register. Exhibits 2-5. Not applicable.

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Page 10 of EXHIBIT 1 SECURITIES AND EXCHANGE COMMISSION [Release No. 34- ; File No. SR-CboeBZX-2026-026] [Insert date] Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change to Amend the Franklin Ethereum ETF Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (the "Act"), 1 and Rule 19b-4 thereunder, notice is hereby given that on [insert date], Cboe BZX 2 Exchange, Inc. (the "Exchange" or "BZX") filed with the Securities and Exchange Commission (the "Commission") the proposed rule change as described in Items I, II, and III 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 and Rule 19b-4(f)(6) thereunder. The Commission is publishing this notice to 34 solicit comments on the proposed rule change from interested persons.

1. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change Cboe BZX Exchange, Inc. ("BZX" or the "Exchange") is filing with the Securities and Exchange Commission ("Commission" or "SEC") a proposed rule change to amend the Franklin Ethereum ETF (the "Fund"), shares ("Fund Shares") of which have been approved by the Commission to list and trade on the Exchange pursuant to BZX

15 U.S.C. 78s(b)(1). 1 17 CFR 240.19b-4. 2 15 U.S.C. 78s(b)(3)(A)(iii). 3

Page 11 of Rule 14.11(e)(4) under an approval order, to permit the Fund to list and trade under the generic listing standards of that rule. The text of the proposed rule change is also available on the Commission's website (https://www.sec.gov/rules/sro.shtml), the Exchange's website (https://www.cboe.com/us/equities/regulation/rule_filings/bzx/), and at the principal office of the Exchange.

1. 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.

2. Self-Regulatory Organization's Statement of the Purpose of, and Statutory
   Basis for, the Proposed Rule Change

3. Purpose
   The Commission has previously approved the listing and trading of shares for the Fund under Rule 14.11(e)(4), and the Fund currently lists and trades on the Exchange. 5 The Exchange now proposes to transition this Fund to operate under the recently Commission-approved generic listing standards for Commodity-Based Trust Shares pursuant to Rule 14.11(e)(4) ("Amended Rule 14.11(e)(4)"). The Fund will meet the 6

See Securities Exchange Act No. 100224 (May 23, 2024) 89 FR 46937 (May 30, 2024) (Order 5 Granting Accelerated Approval of Proposed Rule Changes, as Modified by Amendments Thereto, To List and Trade Shares of Ether-Based Exchange-Traded Products) (the "Ethereum ETP Approval Order") See Securities Exchange Act No. 103995 (September 17, 2025) 90 FR 45414 (September 22, 6

1. (SR-CboeBZX-2025-104) (Order Granting Accelerated Approval of Proposed Rule
   Page 12 of requirements of Amended Rule 14.11(e)(4) and will be required to comply with the continued listing requirements set forth in such Rule.

2. Statutory Basis
   The Exchange believes the proposed rule change is consistent with the Act and the rules and regulations thereunder applicable to the Exchange and, in particular, the requirements of Section 6(b) of the Act. Specifically, the Exchange believes the 7 requirements that the rules of 8 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 requirement that the rules of 9 an exchange not be designed to permit unfair discrimination between customers, issuers, brokers, or dealers. 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

Changes, as Modified by Amendments Thereto, To Adopt Generic Listing Standards for Commodity-Based Trust Shares). 15 U.S.C. 78f(b). 7 15 U.S.C. 78f(b)(5). 8 Id. 9

Page 13 of Fund from being listed pursuant to the Ethereum ETP Approval Order to Amended Rule 14.11(e)(4) instead. The proposed change would allow the Fund Shares to continue listing and trading on the Exchange and permit the Fund to operate in reliance on the generic listing standards in Amended Rule 14.11(e)(4) instead of the terms of the Ethereum ETP 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 Fund will meet the requirements of

standards set forth in Amended Rule 14.11(e)(4).

1. Self-Regulatory Organization's Statement on Burden on Competition
   The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purpose of the Act. As discussed above, the proposed change is intended to facilitate the continued listing and trading of the Fund on the Exchange, thereby promoting competition among exchange-traded products to the benefit of investors and the marketplace.

2. 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.

3. Date of Effectiveness of the Proposed Rule Change and Timing for
   Commission Action Because the foregoing proposed rule change does not:

4. significantly affect the protection of investors or the public interest;
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5. impose any significant burden on competition; and

6. 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 thereunder. At any time within 10 11 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.

7. Solicitation of Comments
   Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments:

• Use the Commission's internet comment form
  (https://www.sec.gov/rules/sro.shtml); or

• Send an email to rule-comments@sec.gov. Please include file number
  SR-CboeBZX-2026-026 on the subject line.

10 11

Page 15 of 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-2026-026. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's internet website (https://www.sec.gov/rules/sro.shtml). Copies of the filing will be available for inspection and copying at the principal office of the Exchange. Do not include personal identifiable information in submissions; you should submit only information that you wish to make available publicly. We may redact in part or withhold entirely from publication submitted material that is obscene or subject to copyright protection. All submissions should refer to file number SR-CboeBZX-2026-026 and should be submitted on or before [INSERT DATE 21 DAYS AFTER DATE OF PUBLICATION IN THE FEDERAL REGISTER]. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority. 12 Sherry R. Haywood, Assistant Secretary.

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