ARK seeks SEC approval for tokenized share class of 562 million USD venture fund

ARK Investment Management has asked the U.S. Securities and Exchange Commission to approve a tokenized share class for its 562 million USD venture fund, one of the most concrete attempts yet by a major asset manager to put registered fund shares on a distributed ledger.

According to an application filed with the SEC, ARK Venture Fund wants to add a Tokenized Class alongside a new Exchange Class by amending an exemptive order the regulator granted in November 2025. The SEC published notice of the request on August 24 and set September 18 as the deadline for requests for a hearing before it can act on the application.

The filing in detail

ARK filed the original application on May 20 before submitting amendments on June 11 and August 7 under file number 812-16031. The filing seeks relief under sections 6(c), 18 and 17(d) of the Investment Company Act, along with Rules 23c-3 and 17d-1.

The proposal would give the two new classes different routes for secondary trading. Exchange Class shares could list on a national securities exchange, while ownership of Tokenized Class shares would be recorded through distributed ledger technology. Tokenized shares could trade through alternative trading systems registered under Regulation ATS, other quotation mediums, or peer-to-peer transfers between approved wallets. Notably, ARK is not asking the SEC for permission to list or quote the shares on decentralized finance platforms.

The firm is seeking approval through the SEC’s existing exemptive application process while the agency continues working on separate rules that could govern tokenized securities more broadly. ARK made clear its application does not seek regulatory relief for the technology used to maintain shareholder records. In a footnote, the applicants said they “are not seeking exemptive relief with respect to whether or how distributed ledger technology is used by a Fund to maintain a record of its shareholders.”

An existing structure, a new ledger

ARK Venture Fund operates as a continuously offered closed-end interval fund and reported 562 million USD in total assets as of January 31. Its existing Class D, Class S and Class U shares were priced at 49.83, 49.69 and 49.70 USD respectively as of May 15, with an aggregate non-affiliate market value of approximately 912.6 million USD.

The venture fund is separate from ARK’s better-known ARK Innovation ETF, which had 6.55 billion USD in assets and operates through ARK ETF Trust. Under the proposed structure, investors would receive Tokenized Class shares through the fund’s normal subscription process at net asset value. The shares would carry no sales load and could be distributed by registered broker-dealers or directly through the fund’s transfer agent, with costs associated specifically with the class remaining with its shareholders.

The application would amend ARK’s November 2025 exemptive order, which allowed the fund to maintain multiple share classes. That earlier application contained a representation that fund shares would neither be listed on a securities exchange nor quoted on a quotation medium — requiring ARK to return to the SEC before introducing the proposed trading arrangements.

No blockchain named — yet

No blockchain, tokenization provider or new transfer agent has been identified in the application. The filing refers generally to “tokenization agents” and the fund’s transfer agent when discussing expenses associated with the proposed class. The Bank of New York Mellon currently serves as ARK Venture Fund’s transfer agent, administrator and custodian, according to the fund’s semi-annual report.

ARK already has a financial connection to tokenization company Securitize through the venture fund itself. The portfolio holds Securitize equity and a 10 million USD convertible note carrying a 5% interest rate and maturing in September 2028, acquired on September 30, 2025. Securitize has expanded its institutional tokenization business aggressively this year: in August it launched a tokenized high-yield fund with Neuberger that invests mainly in high-yield bonds while offering interests across Avalanche, Ethereum, Solana and Sui. The company also serves as the transfer agent and tokenization platform for BlackRock’s BUIDL fund, and Hanwha Group became its largest shareholder in July after combined holdings reached 9.6%. ARK’s application does not state whether Securitize would have any role in the proposed Tokenized Class.

Regulatory timing matters

The filing arrives before the SEC has completed a separate regulatory framework for tokenized securities trading. An “innovation exemption” discussed by SEC Chair Paul Atkins has yet to take effect, but the proposed approach is expected to let selected firms test blockchain-based securities products under defined conditions while permanent rules are developed. In August, reports indicated the SEC was preparing a regulatory route that could permit qualified platforms to trade tokenized U.S. stocks around the clock.

By using the exemptive application path rather than waiting for the new framework, ARK is effectively asking the SEC to bless tokenized fund shares under rules written in 1940. That strategy has precedents: the tokenized fund structure that BlackRock’s BUIDL uses today was secured through similar relief. If granted, ARK’s order would extend the model to an interval fund whose shares already trade secondarily — a subtle but meaningful expansion of what tokenized fund shares can do.

Why it matters for blockchain adoption

For the blockchain industry, the application is significant less for its scale — 562 million USD is a rounding error in traditional fund plumbing — than for what it normalizes. A tokenized share class approved through the standard exemptive process would make distributed-ledger ownership records an ordinary feature of regulated funds rather than an exotic experiment. It would also create a template other asset managers can copy wholesale, much as the spot ETF filings of prior years became a standardized queue.

The September 18 hearing deadline gives the SEC a window to act, request more information, or let outside parties weigh in. If no hearing is requested, the application can proceed toward a decision. Market context for the filing: Bitcoin trades around 78,500 USD, Ethereum near 2,487 USD and Solana at about 103 USD.