Subject: File No. SR-NYSEArca-2021-90
From: Anonymous

February 12, 2022

As an investor that's held GBTC in my SEP IRA and Roth IRA since 2016, I understand the risks of a closed-end fund, and have experienced both price premiums and discounts to NAV during my investment in GBTC. As the worlds largest fund containing Bitcoin, I fail to see how the SEC - of all applicants - would reject Grayscale's application. As an investor - someone the SEC is \"supposed to be protecting\", can you explain to me how incessantly rejecting spot Bitcoin ETF's is good for me? And In this particular instance, can you explain how it protects me?

Bitcoin - whether purchased through and ETF, or a cash-settled futures contract that settles on a mark price based on exchanges - is all subject to the same \"risks\". Just as many, MANY people (and banks, and companies) use fiat USD for criminal activity, so will people use any and all avenues available to them to commit such acts. It's time the SEC stops \"protecting\" investors, and starts ALLOWING investors NAV access to the UNDERLYING. It's pathetic that Canada is ahead of the USA in this regard. The only thing the SEC is protecting is the CME Group's bottom line.

As someone who has significant holding in GBTC that stands to benefit by the asset trading at the NAV, tell me... why do I deserve this 25% haircut? How are you protecting ME - an average citizen - with your decisions? Or are your decisions aimed at protecting the major institutions that don't wish to see Bitcoin become a household name? How are you protecting the thousands of investors that bought GBTC at a premium?

Look - I understand and understood the risk of a closed-end fund not trading at NAV. But let's be real - the SEC has no interest in \"protecting investors\". If the SEC had ANY interest in protecting invesors, it would SURELY allow the largest institutional holder of Bitcoin in the WORLD to convert it's closed-end fund currently trading at a 25% discount into an open-ended ETF and allow it's holders to at LEAST be able to sell for the Net Asset Value. Explain to me how NOT allowing this is \"protecting me\".

If you decline this rule change - as you have ALL the others that sought to start a spot ETF - I fully expect a personal email from the SEC explaining to me how this is \"in my best interest\". But I know you won't.

Sincerely - someone you're supposed to be \"protecting\".