SEC Company Response from Kurv ETF Trust (CIK 0001782952) — Feb 9, 2026
Kurv ETF Trust (CIK 0001782952)
Date: Feb. 9, 2026 · CIK: 0001782952 · Accession: 0001999371-26-002896
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File numbers found in text: 333-233633, 811-23473
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Vedder Price
1401 New York Avenue NW,
Suite 500
Washington, DC 20005
T: +1 202 312 3320
F: +1 202 312 3322
vedder.com
David J. Baum
Shareholder
+1 (202) 312 3375
DBaum@vedder.com
February 9, 2026
VIA EDGAR
Attn: Daniel Greenspan
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Re:
Kurv Copper & Mining Enhanced Income
ETF (the “Fund” or “Registrant”)Post-Effective Amendment No. 38 to the Trust’s Registration Statement on
Form N-1A filed on November 21, 2025
File Numbers 333-233633; 811-23473
Dear Ladies and Gentlemen:
This letter is in response
to the comments provided by the staff of the U.S. Securities and Exchange Commission (the “Staff”) via video-call (the “Comments”)
on February 9, 2026, relating to Post-Effective Amendment No. 38 (“PEA No. 38”) to the Fund’s Registration Statement
on Form N-1A filed on November 21, 2025, regarding the Kurv Copper & Mining Enhanced Income ETF (the “Fund”). 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 a revised post-effective amendment
to the Registration Statement reflecting these changes will be filed subsequent to this correspondence.
General Comments
Comment #1
The Staff provides the following
standard comments:
a. Where a comment is made in one location it is applicable to all similar disclosures appearing elsewhere
in the same registration statement.
b. The Staff reminds the Registrant that the company and its management are responsible for the accuracy
and adequacy of its disclosures not withstanding any review, comments, action or absence of action by the Staff.
Vedder Price P.C. is affiliated with
Vedder Price LLP, which operates in England and Wales, Vedder Price (CA), LLP, which operates in California, Vedder Price Pte. Ltd.,
which operates in Singapore, and Vedder Price (FL) LLP, which operates in Florida.
Chicago | Dallas | London | Los Angeles | Miami | New York | San Francisco
| Singapore | Washington, DC
Attn: Daniel Greenspan
February 9, 2026
Page 2
c. The Staff asks the Registrant to please file the responses to comments on EDGAR at least 5 days in advance
of the effectiveness.
Response #1
The Registrant acknowledges
the Staff’s comments above and will respond as requested.
Prospectus
Summary Section: Fees and Expenses
Comment #2
With regard to the fee table on page three
of the Prospectus, please provide a completed fee table and expense example with your response.
Response #2
The Registrant has provided
a completed fee table and expense example below:
Annual Fund Operating Expenses
(expenses that you pay each year as
a percentage of the value of your investment)
Management Fee
0.99%
Distribution and/or Service (12b-1) Fees
0.00%
Other Expenses(1)
0.00%
Total Annual Fund Operating Expenses
0.99%
(1) Other Expenses are estimated for the Fund’s initial fiscal year. Acquired Fund Fees and Expenses
are estimated to be under 0.005% of Fund assets.
Example
This Example is intended to help you
compare the cost of investing in the Fund with the cost of investing in mutual funds and other exchange traded funds.
The Example assumes that you invest
$10,000 in the Fund for the time periods indicated and then sell all of your Shares at the end of those periods. The Example also assumes
that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. The figures shown would be
the same whether or not you sold your Shares at the end of each period.
Although your actual costs may be higher
or lower, based on these assumptions your costs would be:
Attn: Daniel Greenspan
February 9, 2026
Page 3
1 Year
3 Years
$ 101
$ 315
Summary Section: Principal Investment Strategies
Comment #3
The Staff references the following sentence
in the disclosure: “The Fund does not invest more than 25% of Fund assets in over-the-counter derivative contracts with any one
counterparty.” Please supplementally confirm if the Fund expects to have significant exposure to any one counter-party in derivative
contracts, particularly with respect to swaps.
Response #3
The Registrant confirms that
it will not have significant exposure to any one counter-party through the derivative contracts it enters into.
Comment #4
The Staff references the following
two sentences in the disclosure:
With respect to the Fund’s fixed
income investments, the Fund may invest, without limitation, in securities denominated in foreign currencies and in U.S. dollar-denominated
securities of foreign issuers. Additionally, with respect to such investments, the Fund may invest up to 10% of its total assets
in securities and instruments that are economically tied to emerging market countries (this limitation does not apply to investment grade
sovereign debt denominated in the local currency with less than 1 year remaining to maturity, which means with respect to the Fund’s
fixed income investments, the Fund may invest in such instruments without limitation subject to any applicable legal or regulatory limitation).[emphasis
added]
Should these statements be reconciled?
Response #4
In response to the comment,
the Registrant has clarified the disclosure as follows:
With respect to the
Fund’s fixed income investments, the Fund may invest, without limitation, in securities denominated in foreign currencies and in
U.S. dollar-denominated securities of foreign issuers. Additionally,
except, with respect to such investments, the Fund may only
invest up to 10% of its total assets in securities and instruments that are economically tied to emerging market countries (this limitation
does not apply to investment grade sovereign debt denominated in the local currency with less than 1 year remaining to maturity, which
means with respect to the Fund’s fixed income investments, the Fund may invest in such instruments without limitation subject to
any applicable legal or regulatory limitation).
Attn: Daniel Greenspan
February 9, 2026
Page 4
Comment #5
In the “Wholly-Owned
Subsidiary” sub-section of the “Principal Investment Strategies” section of the Prospectus, with respect to the Subsidiary,
(a) please explain in correspondence whether the financial statements of the Subsidiary will be consolidated
with those of the Fund and if not, please explain why not;
(b) please confirm in correspondence that the Subsidiary and its board of directors will agree to inspection
by the staff of the Subsidiary’s books and records which will be maintained in accordance with Section 31 of the 1940 Act and the
rules thereunder;
(c) please confirm that the Subsidiary and its board of directors will agree to designate an agent for service
of process in the United States; and
(d) please confirm that the Subsidiary's management fee, including a performance fee, if any, will be included
in the management fee’s line item of the Fund’s fee table and the Subsidiary's expenses will be included in the Other Expenses
line item in the Fund’s fee table.
Response #5
(a) The Registrant confirms that it will consolidate the financial statements of the Subsidiary with
the financial statements of the Fund.
(b) The Registrant confirms that the Subsidiary and its board of directors will agree to inspection by the
Staff of the Subsidiary’s books and records, which will be maintained in accordance with Section 31 of the 1940 Act.
(c) The Registrant confirms that the Subsidiary and its board of directors will agree to designate an agent
for service of process in the U.S.
(d) The Registrant confirms that it will include any wholly-owned subsidiary’s (i) management fee, including
a performance fee, if any, in the Management Fee line item of the Fund’s fee table, and (ii) expenses in the Other Expenses line
item of the Fund’s fee table.
Comment #6
In the “Wholly-Owned
Subsidiary” sub-section of the “Principal Investment Strategies” section of the Prospectus, please specifically identify
the types of investments the Fund expects to hold primarily through the Subsidiary.
Response #6
The Registrant confirms that
investments will be held in the Subsidiary, while investments that generate “good income” for purposes of qualifying as a
RIC, including options on copper-relared ETPs, generally will be held at the Fund-level. The Registrant has revised the disclosure accordingly.
Please see the revised disclosure below:
Attn: Daniel Greenspan
February 9, 2026
Page 5
Wholly-Owned Subsidiary
Certain investments of the Fund, specifically,
any investments that generate “non-qualifying income” for purposes of qualifying as a regulated investment company (“RIC”)
under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), such as direct investments
in copper-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. Investments that generate
“qualifying income” for purposes of qualifying as a RIC, including options on copper-related ETPs, generally will be held
at the Fund-level.
The Fund may invest up to 25% of its
total assets (measured at the time of investment) in the Subsidiary, consistent with the limits of the U.S. federal tax law requirements
applicable to registered investment companies. The Subsidiary will be advised by the Adviser. Unlike the Fund, the Subsidiary may directly
invest without limitation in copper and copper-related ETPs; however, the Fund complies with the provisions of the Investment Company
Act of 1940, as amended (“1940 Act”), governing investment policies, capital structure, and leverage on an aggregate basis
with the Subsidiary. In addition, the Subsidiary complies with the provision of the 1940 Act relating to investment advisory contracts,
affiliated transactions, and custody, and will have the same custodian as the Fund. The
Fund does not intend to create or acquire primary control of any entity that primarily engages in investment activities in securities
or other assets, except for the entity that is wholly-owned by the Fund.
See “Additional Information About
the Fund” below for a more detailed description of the synthetic covered call strategy.
***
If you have any further questions,
comments or informational requests relating to this matter, please do not hesitate to contact me at (202) 312-3375.
Very truly yours,
/s/David J. Baum
David J. Baum
Shareholder
DJB