Correspondence 0001999371-25-007470 from Kurv ETF Trust (CIK 0001782952)
Kurv ETF Trust (CIK 0001782952)
Date: June 9, 2025 · CIK: 0001782952 · Accession: 0001999371-25-007470
AI Filing Summary & Sentiment
File numbers found in text: 333-233633, 811-23473
Referenced dates: June 4, 2025
Letter
The Atlantic Building
F Street, NW
Washington, DC 20004-1404
202-239-3300 | Fax: 202-239-3333
David J. Baum Direct Dial: 202-239-3346 Email: David.Baum@alston.com
June 9, 2025
VIA EDGAR
United States Securities and Exchange Commission
F Street, N.E.
Washington, DC 20549
Attn: Christopher Bellacicco
Re: Kurv ETF Trust (the “Trust” or “Registrant”)
Post-Effective Amendment No. 27 to the Trust’s Registration Statement on Form N-1A filed on March 7, 2025
File Numbers 333-233633; 811-23473
Ladies and Gentlemen:
This letter is in response to the additional comments provided by the staff of the U.S. Securities and Exchange Commission (the “Staff”) via telephone (the “Additional Comments”) on June 6, 2025, relating to a letter dated June 4, 2025, responding to comments provided by the Staff on April 22, 2025 (the “Comments”), to Post-Effective Amendment No. 27 (“PEA No. 27”) to the Trust’s Registration Statement on Form N-1A filed on March 7, 2025, regarding the Kurv Gold Enhanced Income ETF, Kurv Silver Enhanced Income ETF, and Kurv Platinum Enhanced Income ETF (each a “Fund” and, collectively, the “Funds”), each a series of the Trust. The prospectus (the “Prospectus”) and statement of additional information (“SAI,” and together with the Prospectus, the “Documents”) contained in the Registration Statement will be updated in response to the Staff’s Comments and Additional Comments, and a revised post-effective amendment to the Registration Statement reflecting these changes will be filed subsequent to this correspondence.
Summary Section: Principal Investment Strategies
Comment #1
The Staff notes that the Registrant clarified that the Fund may invest in physical gold in response to comment #3 of the Comments. Please consider disclosing how the physical gold will be custodied and any additional risks thereto.
Alston & Bird LLP www.alston.com
Atlanta | Beijing | Brussels | Charlotte | Dallas | Los Angeles | New York | Research Triangle | San Francisco | Silicon Valley | Washington, D.C.
June 9, 2025
Page
Response #1
The Registrant notes that while the Fund may invest in physical gold, it does not consider investing in physical gold to be a principal investment strategy as the Fund intends to gain exposure to gold-bullion primarily through derivative instruments. Accordingly, the Registrant has updated the disclosure to limit the amount that the Fund may invest in physical gold. Please see the revision to the principal investment strategy section of the summary prospectus inserting the following new language immediately before the section on the Fund’s wholly-owned subsidiary:
With respect to the Gold Fund’s fixed income investments, the Gold Fund will normally limit its foreign currency exposure (from non-U.S. dollar-denominated securities or currencies) to 10% of its total assets. The Gold Fund may also invest up to 15% of its total assets in Preferred Securities Instruments.
The Gold Fund may invest, through its Wholly-Owned Subsidiary as discussed below, up to 5% of its assets in physical gold.
Wholly-Owned Subsidiary
Certain investments of the Gold Fund, such as physical gold and direct investments in gold bullion-related ETPs will only be held through a wholly owned and controlled foreign subsidiary of the Fund (the “Subsidiary”) organized under the laws of the Cayman Islands.
While the Registrant notes that the current gold risk factor in the summary section of the Prospectus mentions some of the risks associated with holding physical gold, the Registrant has updated the risk factor in the statutory section to add the following:
Gold Risk
The Gold Fund may invest in gold and gold bullion-related ETFs and derivatives on gold and gold bullion-related ETFs. The price of gold may be volatile, and gold bullion-related ETFs and derivatives may be highly sensitive to the price of gold. The price of gold bullion can be significantly affected by international monetary and political developments such as currency devaluation or revaluation, central bank movements, economic and social conditions within a country, transactional or trade imbalances, or trade or currency restrictions between countries. Physical gold bullion has sales commission, storage, insurance, and auditing expenses. No income is derived from holding physical gold, which is unlike securities that may pay dividends or make other current payments. Gold held in physical form (even in a segregated account) involves the risk of delay in obtaining the assets in the case of bankruptcy or insolvency of the custodian. This could impair disposition of the assets under those circumstances. To the extent it holds physical gold, the Gold Fund is also subject to an increased risk of loss and expense in connection with the transportation of such assets to and from the Gold Fund’s custodian.
Comment #2
The Staff notes that the language revised in response to comment #9 added “with the same expiries” to clarify the sentence regarding creating a synthetic long exposure. Please consider adding “and strike prices” after “with the same expires” in the sentence that was revised in response to comment #9.
June 9, 2025
Page
Response #2
The Registrant has revised the sentence in response to the comment. Please see the revised sentence below.
The Gold Fund may gain long exposure via purchasing shares of Gold and/or Gold shares of gold bullion-related ETPs or creating a synthetic long position. To achieve a synthetic long exposure, the Gold Fund buys call options of a Gold or Goldgold bullion-related ETP and, simultaneously, sells put options of the ETP with the same expiries and strike prices to try to replicate the price movements of the underlying ETP. The strike and number of the call and put options contracts may differ. The combination of the long call options and sold put options seek to provide the Gold Fund with investment exposure to the Gold or Goldgold bullion-related ETP for the duration of the application option exposure. The notional exposure to an underlying Gold or Gold gold bullion-related ETP when the Gold Fund buys put and call options directly will not exceed 200% of net asset value.
***
If you have any further questions, comments or informational requests relating to this matter, please do not hesitate to contact me at (202) 239-3346.
Sincerely,
/s/ David J. Baum
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CORRESP
1
filename1.htm
The
Atlantic Building
950
F Street, NW
Washington,
DC 20004-1404
202-239-3300
| Fax: 202-239-3333
David
J. Baum
Direct
Dial: 202-239-3346
Email: David.Baum@alston.com
June
9, 2025
VIA
EDGAR
United
States Securities and Exchange Commission
100
F Street, N.E.
Washington,
DC 20549
Attn:
Christopher Bellacicco
Re:
Kurv
ETF Trust (the “Trust” or “Registrant”)
Post-Effective
Amendment No. 27 to the Trust’s Registration Statement on Form N-1A filed on March 7, 2025
File
Numbers 333-233633; 811-23473
Ladies
and Gentlemen:
This
letter is in response to the additional comments provided by the staff of the U.S. Securities and Exchange Commission (the “Staff”)
via telephone (the “Additional Comments”) on June 6, 2025, relating to a letter dated June 4, 2025, responding to comments
provided by the Staff on April 22, 2025 (the “Comments”), to Post-Effective Amendment No. 27 (“PEA No. 27”) to
the Trust’s Registration Statement on Form N-1A filed on March 7, 2025, regarding the Kurv Gold Enhanced Income ETF, Kurv Silver
Enhanced Income ETF, and Kurv Platinum Enhanced Income ETF (each a “Fund” and, collectively, the “Funds”), each
a series of the Trust. The prospectus (the “Prospectus”) and statement of additional information (“SAI,” and
together with the Prospectus, the “Documents”) contained in the Registration Statement will be updated in response to the
Staff’s Comments and Additional Comments, and a revised post-effective amendment to the Registration Statement reflecting these
changes will be filed subsequent to this correspondence.
Summary
Section: Principal Investment Strategies
Comment
#1
The
Staff notes that the Registrant clarified that the Fund may invest in physical gold in response to comment #3 of the Comments. Please
consider disclosing how the physical gold will be custodied and any additional risks thereto.
Alston
& Bird LLP
www.alston.com
Atlanta | Beijing | Brussels | Charlotte | Dallas | Los
Angeles | New York | Research Triangle | San Francisco | Silicon
Valley | Washington, D.C.
June
9, 2025
Page
2
Response
#1
The
Registrant notes that while the Fund may invest in physical gold, it does not consider investing in physical gold to be a principal investment
strategy as the Fund intends to gain exposure to gold-bullion primarily through derivative instruments. Accordingly, the Registrant has
updated the disclosure to limit the amount that the Fund may invest in physical gold. Please see the revision to the principal investment
strategy section of the summary prospectus inserting the following new language immediately before the section on the Fund’s wholly-owned
subsidiary:
With
respect to the Gold Fund’s fixed income investments, the Gold Fund will normally limit its foreign currency exposure (from non-U.S.
dollar-denominated securities or currencies) to 10% of its total assets. The Gold Fund may also invest up to 15% of its total assets
in Preferred Securities Instruments.
The
Gold Fund may invest, through its Wholly-Owned Subsidiary as discussed below, up to 5% of its assets in physical gold.
Wholly-Owned
Subsidiary
Certain
investments of the Gold Fund, such as physical gold and direct investments in gold bullion-related ETPs will only be held through a wholly
owned and controlled foreign subsidiary of the Fund (the “Subsidiary”) organized under the laws of the Cayman Islands.
While
the Registrant notes that the current gold risk factor in the summary section of the Prospectus mentions some of the risks associated
with holding physical gold, the Registrant has updated the risk factor in the statutory section to add the following:
Gold
Risk
The
Gold Fund may invest in gold and gold bullion-related ETFs and derivatives on gold and gold bullion-related ETFs. The price of gold may
be volatile, and gold bullion-related ETFs and derivatives may be highly sensitive to the price of gold. The price of gold bullion can
be significantly affected by international monetary and political developments such as currency devaluation or revaluation, central bank
movements, economic and social conditions within a country, transactional or trade imbalances, or trade or currency restrictions between
countries. Physical gold bullion has sales commission, storage, insurance, and auditing expenses. No
income is derived from holding physical gold, which is unlike securities that may pay dividends or make other current payments. Gold
held in physical form (even in a segregated account) involves the risk of delay in obtaining the assets in the case of bankruptcy or
insolvency of the custodian. This could impair disposition of the assets under those circumstances. To the extent it holds physical gold,
the Gold Fund is also subject to an increased risk of loss and expense in connection with the transportation of such assets to and from
the Gold Fund’s custodian.
Comment
#2
The
Staff notes that the language revised in response to comment #9 added “with the same expiries” to clarify the sentence regarding
creating a synthetic long exposure. Please consider adding “and strike prices” after “with the same expires”
in the sentence that was revised in response to comment #9.
June
9, 2025
Page
3
Response
#2
The
Registrant has revised the sentence in response to the comment. Please see the revised sentence below.
The
Gold Fund may gain long exposure via purchasing shares of Gold and/or Gold shares
of gold bullion-related ETPs or creating a synthetic long position. To achieve a synthetic long exposure, the Gold Fund buys call
options of a Gold or Goldgold
bullion-related ETP and, simultaneously, sells put options of the ETP with
the same expiries and strike prices to try to replicate the price movements of the underlying ETP.
The strike and number of the call and put options contracts may differ. The combination of the long call options and
sold put options seek to provide the Gold Fund with investment exposure to the Gold or Goldgold
bullion-related ETP for the duration of the application option exposure. The notional exposure to an underlying Gold
or Gold gold bullion-related ETP when the Gold Fund
buys put and call options directly will not exceed 200% of net asset value.
***
If
you have any further questions, comments or informational requests relating to this matter, please do not hesitate to contact me at (202)
239-3346.
Sincerely,
/s/ David J. Baum
David J. Baum