Subject: FILE NO. SR-NYSEARCA-2021-90
From: Gary Gaugler
Affiliation:

May 22, 2022

To whom it may concern at the SEC, 

I write to you as a GBTC shareholder, in support of the conversion of Grayscale Bitcoin Trust (OTCQX: GBTC) to an ETF. By not approving this conversion, you are not protecting me as an investor – the very people you are appointed to protect. 

Last October, you approved futures-backed Bitcoin ETFs, but continue to reject applications for spot Bitcoin ETFs. Given that investors use both vehicles to gain exposure to the same underlying asset, Bitcoin—from which both vehicles derive their prices—we, as investors, should be able to choose if we’d like direct or futures-based exposure to that asset. 

In addition, the discount to NAV in GBTC has been significant this year. This means that the price of GBTC is less than the price of Bitcoin, the asset itself. Accordingly, existing shareholders like me are experiencing a shortfall of value!! 

GBTC is the world’s largest publicly-traded cryptocurrency fund, with hundreds of millions in daily trading volume. It holds a significant amount of all Bitcoins outstanding, and is held by ~1M investors, like me. 

I’m writing from Pennsylvania, USA, with gratitude for the opportunity to express my view to you and with the hope and expectation that you will approve this conversion and protect the interest of investors. 

Thank you for your consideration and for your service! 

Gary E. Gaugler, CPA
Vice President, Tax 
Victaulic