Asset manager VanEck has scrapped its earlier plans to stake assets in its proposed spot BNB exchange-traded fund, even as it offers staking in its recently launched Solana ETF. In an amended S-1 filing with the US Securities and Exchange Commission (SEC) on Friday, VanEck stated that the trust “will not employ its BNB in Staking Activities and accordingly will not earn any form of staking rewards or income of any kind from Staking Activities” at the time of listing. The filing also notes that there is no assurance staking will occur in the future. The company acknowledged that avoiding staking may cause the ETF’s performance to lag behind directly holding BNB, as investors would forgo potential rewards.
Regulatory concerns shape strategy
The updated filing distances the ETF from staking, emphasizing that any such activity would have to be executed through third-party “Staking Services Providers” and require a prospectus filing with the SEC. VanEck did not provide a detailed rationale for this cautious approach but suggested regulatory risks are a key factor. The filing warns that if the SEC determines BNB to be a security, it could negatively affect share value or even trigger termination of the trust. VanEck stated that it may dissolve the ETF if BNB is classified as a security by the SEC or a federal court, although it does not intend to act preemptively as long as it believes good faith grounds exist to classify BNB as a non-security.
BNB’s past brushes with the SEC
VanEck highlighted that in 2023, the SEC filed lawsuits against Binance, Coinbase, and Kraken, deeming 68 digital assets, including BNB, as securities. A US federal court later found that secondary sales of BNB did not constitute security transactions. Despite guidance from the SEC’s Division of Corporation Finance suggesting that proof-of-stake protocol staking does not require registration under securities laws, debate continues. Some regulators, including commissioner Caroline Crenshaw, have argued that the guidance does not provide a reliable framework for determining whether staking constitutes an investment contract.
