Former FTX Europe chief targets U.S. tokenized stock trading with new SEC exemption

A Nasdaq-listed fintech company led by a former FTX Europe executive is planning to bring tokenized U.S. stocks trading onto blockchain rails under the Securities and Exchange Commission’s (SEC) new regulatory framework.

Perpetuals.com (PDC), headed by CEO Patrick Gruhn, filed a notice on Wednesday that it plans to operate a tokenized securities venue under the SEC’s five-year “innovation exemption,” which allows certain marketplaces to trade U.S. stocks on public blockchains without registering as traditional securities exchanges.

The move makes Perpetuals.com the second company to pursue a marketplace under the exemption, following OKXICE, a joint venture between crypto exchange OKX and New York Stock Exchange (NYSE) parent Intercontinental Exchange (ICE), which last week filed plans for round-the-clock trading of more than 60 tokenized U.S. stocks.

The exemption, introduced in September, allows certain marketplaces to trade U.S. stocks on public blockchains without registering as traditional securities exchanges. It requires tokens to carry the same shareholder rights as ordinary shares, including dividends and voting rights, while giving companies 30 days to object to having their shares traded on a tokenized securities venue.

The move marks a return to tokenized equities for Gruhn and his team, who helped develop some of the earliest stock-linked tokens offered by crypto exchanges including Binance and FTX in 2021.

Gruhn co-founded Digital Assets AG, a Swiss-based tokenization company that worked with German investment firm CM-Equity to bring digital tokens linked to stocks such as Tesla and Coinbase to crypto traders. Digital Assets AG was later acquired by FTX Group, becoming part of FTX Europe, which Gruhn led before the crypto exchange group’s collapse in November 2022.

Those early products differed from the securities envisioned under the SEC’s new framework. While they offered price exposure to underlying shares, Binance’s stock tokens did not provide voting rights. Binance discontinued the offering in July 2021 amid regulatory scrutiny, including concerns raised by German regulator BaFin over the lack 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 provides trading technology for Perpetual Markets MTF, a Cyprus-based marketplace licensed under Europe’s MiFID II framework that also received authorization under the EU’s Markets in Crypto-Assets regulation in August.

The firm reported $65.2 million in total assets at the end of April, while posting a $17.6 million net loss during its fiscal year.

It also announced an agreement with Datavault AI earlier this year to support trading infrastructure for planned tokenized commodity offerings involving copper, gold and other physical assets, with more than $300 million in targeted issuance.

According to the public notice shared with CoinDesk, Perpetuals’ U.S. marketplace will be operated by Kephas Corporation, a Delaware-based subsidiary. Trading would take place through permissioned automated market maker (AMM) liquidity pools, initially on Kronos X Public, an Ethereum-compatible layer-2 blockchain developed by the company.

AMMs use smart contracts and liquidity pools to facilitate trades between buyers and sellers instead of traditional exchange order books. Each pool would pair a tokenized U.S. stock with a digital asset, initially expected to be a form of USDC USDC$1.0001, allowing eligible investors to trade shares against the Circle-issued U.S. dollar-pegged stablecoin.

Perpetuals has not set a firm launch date yet. Trading could begin in mid-November at the earliest following the required 30-day period after the public notice, a company spokesperson told CoinDesk, depending on the completion of market-data and compliance arrangements, smart-contract security reviews and other preparations.

The company also plans to publish updated disclosures, including live smart-contract addresses, before trading begins, the spokesperson added.