A Nasdaq-Listed Company Files Its Notice to Trade Tokenized US Stocks

Perpetuals, a Nasdaq-listed company run by Patrick Gruhn, formerly head of FTX Europe, has published a notice of intent to rely on the Securities and Exchange Commission's conditional exemption for tokenized US stocks, The Defiant reported. A 30-day waiting period follows the notice before the firm can use the relief.

The exemption is the mechanism the SEC built this year to let tokenized shares trade in the United States without a full exchange registration. It runs for five years, it comes with conditions attached, and it is not a licence handed out case by case: a firm files a notice saying it intends to operate under the terms, waits out the clock, and is then exposed to the conditions and to whatever the commission does about non-compliance.

What the relief actually permits

A stock token under the framework is a transferable record that tracks a listed share. The exemption lets venues quote and settle those records onchain, subject to the terms of the relief, rather than forcing every trade through the existing national market system plumbing. One of those terms is the issuer objection right, which is why the framework has produced a running list of companies refusing to have their shares tokenized rather than a clean board of every US large cap.

Who is filing

Gruhn ran FTX's European arm, which was sold out of the bankruptcy estate and continues under different ownership. That history will follow any venture he brings to a US regulator, and it is a fact about the filer rather than a judgement about the filing. The relevant question for the next month is narrower: whether the notice draws comment, and whether the company sets out which tickers it intends to list.

The queue is forming

This is not the first notice. Other firms have said publicly that they intend to operate under the same relief, and the OKX and ICE venture is already disclosing issuer objections against individual tickers. The pattern that is emerging is a small set of filers, each with a 30-day clock, each facing the same two constraints: the conditions of the exemption on one side and the issuers' right to say no on the other.

What a 30-day clock means in practice

The waiting period is not an approval process. Nothing has to be granted at the end of it. What it does is create a public window in which the commission, issuers and other market participants can see what is being proposed before it goes live. For a tokenized equities market that has so far grown mostly offshore, that window is the first systematic point at which a US regulator and a US-listed company have to look at the same filing at the same time.

Whether any of this produces a liquid onchain market in US shares is a separate question from whether it produces a legal one. The exemption settles the second. Volume settles the first, and so far the trading that exists has concentrated in a handful of tickers and a handful of jurisdictions.