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Perpetuals.com Files for Tokenized U.S. Stock Venue Under SEC Exemption

Perpetuals.com, led by former FTX Europe chief Patrick Gruhn, filed to run a tokenized U.S. stock venue under the SEC's innovation exemption, with trading possible from mid-November.

Outputs

  1. Perpetuals.com filed on Wednesday to operate a tokenized securities venue under the SEC's five-year innovation exemption.

  2. It is the second such filing after OKXICE, the OKX–ICE joint venture planning trading of 60+ tokenized U.S. stocks.

  3. Trading could begin mid-November at the earliest after a mandatory 30-day objection period.

  4. The company reported $65.2 million in total assets and a $17.6 million net loss for its fiscal year.

  5. The venue will use permissioned AMM pools on Kronos X Public, an Ethereum-compatible layer-2, settling against USDC.

Nasdaq-listed Perpetuals.com (PDC) filed a public notice on Wednesday to operate a tokenized U.S. securities venue under the Securities and Exchange Commission's new five-year innovation exemption, becoming the second company to pursue the framework after the OKX–ICE joint venture.

The filing, made by CEO Patrick Gruhn's company, follows last week's move by OKXICE — a venture between crypto exchange OKX and New York Stock Exchange parent Intercontinental Exchange — which plans round-the-clock trading of more than 60 tokenized U.S. stocks.

The exemption, introduced in September, allows qualifying marketplaces to trade U.S. equities on public blockchains without registering as traditional securities exchanges. It carries two structural conditions: tokens must carry the same shareholder rights as ordinary shares, including dividends and voting rights, and listed companies get a 30-day window to object to having their shares traded on a tokenized venue.

What does this change for market practitioners? It gives a second operator a viable route into tokenized equities and signals the exemption is becoming a repeatable regulatory path rather than a single company's experiment.

Who is behind the filing?

Gruhn co-founded Digital Assets AG, a Swiss tokenization company that partnered with German investment firm CM-Equity in 2021 to issue tokens linked to stocks such as Tesla and Coinbase on crypto exchanges including Binance and FTX. FTX Group later acquired Digital Assets AG, and Gruhn went on to lead FTX Europe until the group's collapse in November 2022.

Those earlier products differ materially from what the SEC framework envisions. Binance's stock tokens offered price exposure but no voting rights, and the exchange discontinued them in July 2021 amid regulatory scrutiny, including BaFin's concerns over the absence of a published securities prospectus.

"The Perpetuals team has long been trailblazers in tokenization, and this expansion into the U.S. allows us to further utilize our platform and deep expertise," Gruhn said in a statement.

The company already supplies trading technology to Perpetuals Markets MTF, a Cyprus-licensed marketplace operating under MiFID II that received authorization under the EU's Markets in Crypto-Assets regulation in August.

How the venue would operate

Perpetuals' U.S. marketplace will be run by Kephas Corporation, a Delaware-based subsidiary, according to the public notice shared with CoinDesk. Trading will occur through permissioned automated market maker (AMM) liquidity pools — smart-contract pools rather than traditional order books — initially deployed on Kronos X Public, an Ethereum-compatible layer-2 blockchain developed by the company.

Each pool would pair a tokenized stock with a digital asset, initially expected to be a form of USDC, Circle's dollar-pegged stablecoin, allowing eligible investors to trade shares against it.

Balance sheet and timeline

The company reported $65.2 million in total assets at the end of April and posted a $17.6 million net loss during its fiscal year — figures practitioners will weigh when assessing execution capacity for a build-out of this scope.

Perpetuals has also agreed with Datavault AI earlier this year to support trading infrastructure for planned tokenized commodity offerings covering copper, gold and other physical assets, targeting more than $300 million in issuance.

A company spokesperson told CoinDesk that trading could begin in mid-November at the earliest, following the mandatory 30-day post-notice period, contingent on completing market-data and compliance arrangements and smart-contract security reviews. The company plans to publish updated disclosures, including live smart-contract addresses, before launch.

With two filings now before the regulator, the 30-day objection window that runs from each notice is the first checkpoint that will determine whether tokenized U.S. equity trading gains a second live operator this quarter.

via CoinDesk (Source)

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Nathan Brooks

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Market editor covering money, funding and market shifts around crypto and web3 industry at Mempool Brief.

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