Subject: File No. SR-NYSEArca-2021-90
From: John Spare
Affiliation:

May 6, 2022

Dear SEC, 


I am a GBTC shareholder,and am writing to support the conversion of Grayscale Bitcoin Trust (OTCQX: GBTC) to an ETF. By not approving this conversion, you are not protecting me, the investor – the very person you were appointed to protect. 


In my opinion, in October 2021 you decided to discriminate against this long standing fund (GBTC) in favor of several new upstart ETFs that based their value indirectly on Bitcoin futures, ETFs that did not actually hold any of the underlying asset (Bitcoin). I have held shares of GBTC since January 2021 so in fact you have discriminated against me and all the other investors in GBTC. You made this ruling well after I made my purchases and as a result, your bias against GBTC is the major cause of GBTC trading at an average discount to its NAV by 25% in 2022. 



You are supposed to be protecting ALL legitimate investors, but instead are picking favorites on a meaningless basis. Do you think you are protecting GBTC holders by not granting ETF status? That makes no sense and makes you look ridiculous. I don't think you want to make investors start losing faith in the SEC, do you? Consider, if the prices of Bitcoin crash to the bottom, the futures for Bitcoin will totally collapse.and you haven't protected any of the investors in those futures-based ETFs that you have approved. Whereas, holders of GBTC know that at least their fund still lays claim to a large depository of Bitcoin that could bounce back in value as it has done numerous times before. This truly makes the SEC arguments against a GBTC ETF look ridiculous, and that you are totally unconcerned with the harm you are doing to the $30 Billion investors have entrusted to Grayscale. 



Look, I do believe that there was some reason that you made the decision to favor one type of fund over another, however, it seems to most investors to be very short sighted. DO reconsider and don't play favorites with some investors when you really aren't protecting any Bitcoin investors, anyway. We are all subject to the same risks.Put us all on the same playing field and grant Grayscale Bitcoin Trust the ability to convert to an ETF and thus allow my investment to recover the losses that you have inflicted on me. 



I’m writing from the Commonwealth of Pennsylvania, and am proud of the role that my state and the city of Philadelphia played in the founding stages of our country. I would like to feel as proud of the protection efforts of the SEC. Therefore, please grant Grayscale Bitcoin Fund the opportunity to convert to an ETF and right this current unjust playing field. 


Sincerely, 

John Spare