Harmonic Depth · public notice · draft, not filed

Public Notice of a Tokenized Securities Venue (draft, not filed)

As of 2026-10-01T21:30:10.623Z. In the form of the SEC's conditional exemption for tokenized securities venues (the innovation exemption), Release 34-106402, File 4-927, issued 2026-09-17.

Harmonic Depth is built to the conditions of the SEC's order and has not filed under it. It does not operate under the exemption and claims no registration. Robinhood's Stock Tokens do not yet carry the vote and the other rights the order requires of a tokenized NMS stock; until they do, and until the operator has filed the public Notice thirty days ahead, this is readiness, not compliance.

To operate under the exemption the operator files this Notice publicly at least 30 calendar days before operating, emails it to tradingandmarkets@sec.gov within one business day of publishing, and revises it within 5 business days of any change. Nothing has been filed.

4 lines only the operator can fill before filing: b. Use of the Exemption; c. Overview of the Tokenized Securities Venue; d. Non-Exempt Activities; v. Complaints and Disputes.

The books this notice covers

Contents

The thirty items

a. Disclaimer

Harmonic Depth is not registered with the Securities and Exchange Commission in any capacity for the activities described here, and the Commission has not passed upon the merits or accuracy of the disclosures in this Notice. This document is prepared to the form of the Commission's order of 2026-09-17 (Release 34-106402, File 4-927) and has not been filed. Harmonic Depth does not operate under the exemption the order grants and does not claim it. Robinhood's Stock Tokens do not yet carry the voting and residual rights the order requires of a tokenized NMS stock; until they do, and until this Notice has been filed thirty days ahead of operating, what follows is readiness and not compliance.

b. Use of the Exemption the operator fills this line before filing

On filing, the operator acknowledges that its use of the exemption is subject to the Commission's oversight, that operating a venue in a manner inconsistent with the order's conditions is outside the exemption, and that the Commission may withdraw or modify the exemption. The acknowledgement is the operator's to sign; the desk cannot make it.

c. Overview of the Tokenized Securities Venue the operator fills this line before filing

Harmonic Depth is one shared liquidity book per Robinhood Stock Token against USDG (Paxos's Global Dollar), each book a Uniswap v4 pool on Robinhood Chain whose hook is the book contract itself. Depositors hold shares of a book pro rata; an autonomous agent (Aristotle) reshapes the book inside fixed bounds and sets the trading halt from the issuer's own signal; a person holds the guardian key that can pause the agent, replace it, halt or resume. Books open today: QQQ at 0x2bbb0af1db5f3b0e952c91095c96cbf224d62880, AAPL at 0x989cbc118a8b9606df9eba74b918d1fe7bd866f2, META at 0x4422bf87242787eafa1be09ad9f0656ed47de880, NVDA at 0x71ea8aaed666ec9f391e21b33d360bcf45342880, SPCX at 0x673c0ff7994f37f634f49d687e80a85b31d16880, TSLA at 0xb7fb29f9f6b54091dfcbe7796bd37e4322fb6880. Governance is on chain: the manager and guardian roles and their powers are in the contract, and nothing is upgradeable. The operator's legal name, domicile and status as a U.S. person are the operator's to state here before filing.

d. Non-Exempt Activities the operator fills this line before filing

No person within Harmonic is registered with the Commission in any capacity, to the desk's knowledge. The operator confirms this line before filing. The house does not act as a broker, dealer or transfer agent for the tokens; it operates the book contracts, the desk that manages them and this site.

e. TSV Participants

Anyone with a wallet on Robinhood Chain may swap against a book's pool, deposit into a book or leave it. There is no account, no sign-up and no list. Liquidity providers are the depositors of the book; there is no other liquidity provider in a hooked pool, by construction. Broker-dealers, aggregators and other contracts may route swaps through the pool like any wallet.

f. Permission Trading Access Eligibility

The pools are permissionless: the book's hook admits every swapper and refuses no wallet. The site refuses to prepare a deposit, seed or exit for a visitor whose region the issuer's own token terms exclude, and says so in the issuer's words; it does not identify anyone, collects no personal information, and cannot stop a wallet interacting with the contracts directly. There is no whitelist and no identity verification. Sanctions screening at the wallet level is not performed, and this Notice states so.

g. Securities, Non-Security Crypto Assets, and Tokenized Money Market Funds Traded

Pairs made available: QQQ/USDG, AAPL/USDG, META/USDG, NVDA/USDG, SPCX/USDG, TSLA/USDG. The paired asset in every pool is USDG, a dollar stablecoin issued by Paxos, a non-security crypto asset. No trading is paused at the time of this Notice. No book has been paused in connection with the volume threshold.

h. Tokenization of Securities

The tokens are Robinhood Stock Tokens, issued by Robinhood Europe UAB, a third party unaffiliated with the issuers of the underlying stock. Each token is a contract on Robinhood Chain that tracks one share of the underlying (with a multiplier that steps on dividends and splits) and is redeemable through Robinhood. Harmonic tokenizes nothing.

i. Tokenization: verification of rights

Harmonic Depth has verified that the tokens do NOT yet provide holders the same rights as the underlying stock: Robinhood's own terms describe them as tracking instruments without voting rights. Robinhood has said in-kind redemption and voting are coming. Until a token conveys the vote, the dividends and the residual claim the order requires, no pair here is a tokenized NMS stock within the order's meaning, and this venue does not operate under the exemption. Verification is repeated on every change to the issuer's terms.

j. Notice of Issuer Objection

No issuer of an underlying NMS stock has provided a Notice of Issuer Objection to Harmonic Depth. None has been sought, because the venue is not operating under the exemption.

k. Tokenization by the TSV or its Affiliates

Neither Harmonic nor any affiliate issued or tokenized any of the tokens made available. The only token of Harmonic's own is $HARMONIC, which no book trades.

l. Trading Activities of the TSV and Its Affiliates

The agent's manager key can reshape a book's liquidity between price ranges and set or lift the halt; it cannot swap, and the book contract has no swap function. The house does not trade against the venue's pools. The house's other desks buy Stock Tokens (META, SPCX, NVDA, TSLA, QQQ) on other pools of the chain for distribution to $HARMONIC holders, and the operations wallet receives ten percent of the earnings a book realises; both are stated on the site. The operator's wallets may swap in a pool like any participant and would be visible on the tape like any participant.

m. Differences in Treatment of TSV Participants

None. Every swapper pays the same pool fee and faces the same halt. Every depositor buys and sells shares at the same fraction of the book. The only roles are the manager (reshape, halt) and the guardian (pause, replace the manager, halt), and neither can take a token from the pool or from a holder.

n. Distributed Ledger Technology

Robinhood Chain, an Arbitrum Orbit chain (chain id 4663) settling to Ethereum, with a single sequencer operated by Offchain Labs on Robinhood's behalf. The pools are Uniswap v4 (PoolManager 0x8366a39cc670b4001a1121b8f6a443a643e40951); each book is a Solidity 0.8.24 contract that is also the pool's hook, deployed at an address whose low bits grant exactly three callbacks. Signatures are the chain's own (ECDSA over secp256k1). The contract source is in the project's repository and is published for verification on the chain's explorer as part of the deploy.

o. Entry of Trading Interest

A swap is a transaction to the PoolManager (directly or through a router) naming the pool, the direction, an exact input or output, and a price limit the trader chooses; the pool fills along its curve up to that limit or reverts. A deposit names a number of shares and the most of each token the depositor will pay; an exit names shares. The site quotes each to the unit before anything is signed and holds no key.

p. AMM Liquidity Pool Trading Procedures

One pool per book, opened once by the book at the issuer's quoted price, fee tier 0.3%, tick spacing 60. The book is the pool's only liquidity provider: a deposit adds the same fraction of liquidity to every range the book holds and takes the same fraction of its idle balances, rounded up in what the depositor pays; an exit removes that fraction rounded down; the first deposit seeds one range across the price. The agent may move one range at a time, at most a fifth of the book in a rolling day, never further than a factor of about seven from the live price, and only while the pool sits within the band of the issuer's print. Fees earned are realised before every deposit and exit, a tenth to the operations wallet and the rest kept for the shares.

q. Offchain Trading Procedures

None in the trade. Every fill, deposit and exit is a transaction settled by the pool contract. Off chain, the desk reads the issuer's quote and the chain's events, and the site prepares calldata a visitor's own wallet signs.

r. Hours of Operations

The pools accept swaps around the clock, seven days a week, except while a book is halted. The underlying stocks print during U.S. market hours and Robinhood's tokens quote 24 hours a day five days a week; outside those hours the issuer's last quote stands and the desk holds the book's shape still if the pool drifts from it.

s. Use of Market Data

The desk reads Robinhood's public price API (api.robinhood.com/rhj/prices) for each stock's token quote and its trading-halt flag, every minute for the halt gate and every look for the book's band. Chainlink's data feeds on Robinhood Chain are read for reference where a feed exists. No oracle is read by the contract itself; the halt flag is written to the chain by the manager or the guardian. At this Notice the issuer's quote for QQQ was $742.57 at 2026-10-01T21:30:01.559Z.

t. Display

The pool's price, every range the book holds with its price bounds and liquidity, the issuer's quote beside the pool's price, and the desk's last decision are shown on https://harmonicagent.solutions/#/depth and served at https://harmonicagent.solutions/api/depth, read from the chain. Nothing is displayed off chain that is not also on chain.

u. Fees

The pool fee is 0.3% of each swap, paid by the swapper into the book's liquidity, so it belongs to the shares. Of the earnings a book realises, ten percent is taken to the operations wallet by the contract; the rest stays in the book for every share. There is no fee on a deposit or an exit, no rebate, no discount and no payment for order flow. Gas is paid to the chain by whoever transacts.

v. Complaints and Disputes the operator fills this line before filing

Complaints reach the operator on X (@HarmonicHQ), on Telegram (the bot on the site), and by the operator's email, to be stated here before filing. There is no arbitration procedure and no procedure for reversing an execution: a fill on chain is final, and the venue states so.

w. Procedures to Protect TSV Participant Information; MEV

The venue collects no personal information and holds none: participants are wallet addresses, which are public on the chain. The site keeps no account. Nothing is shared with anyone because nothing is held. On Maximal Extractable Value: Robinhood Chain orders transactions through a single sequencer, first come first served, and the venue has no private order flow, no relationship with the sequencer and no policy of its own beyond what a trader sets in the swap (the price limit and the exact amount); the venue states that it has no further MEV policies and procedures.

x. Systems Safeguards

The book contract is exercised against the PoolManager's own deployed bytecode in an EVM on every test run, including a swap that fills while open and reverts while halted, and is driven live on a fork of the chain before a deploy. The desk's arithmetic is pinned by tests and its rules are stated in a bank checked at every boot and queued to a Lean 4 prover. The contracts are not upgradeable; the guardian key is held by a person and can pause the agent, replace it, and halt or resume trading; every holder can exit alone at any moment. The desk runs on a hosted container with the chain's public and a configured RPC, and a failed read is treated as unknown, never as zero.

y. Clearing procedures and arrangements

Settlement is atomic in the pool contract: a swap's two legs, a deposit's payment and mint, an exit's burn and payment each complete in one transaction or not at all. There is no clearing agency, no netting and no credit.

z. Risks

Smart contract error in the book, the pool manager or the tokens; the halt gate's latency, which is the desk's read of the issuer's flag once a minute plus a block, so a fill can land inside that minute; dependence on the issuer's quote API for the halt and the band; loss of the manager key (bounded to reshaping and halting) or the guardian key; the tokens' own terms and issuer risk; impermanent loss to depositors, as in any liquidity pool; sequencer downtime; chain reorganisation; and the possibility that the exemption is never available to these tokens.

aa. Service Providers

Robinhood Europe UAB (token issuer and quote API), Paxos (USDG), Offchain Labs and Robinhood (the chain and its sequencer), Uniswap Labs (the v4 PoolManager contract, unmodified), Chainlink (reference feeds), the RPC providers the desk reads, the hosting provider of the desk, and Blockscout (the explorer). None holds a key of the venue.

bb. Trading Oversight

Every swap in every book's pool is on the public tape within ten minutes with its price, size, time and direction, and the desk pages the operator when a gate disagrees with its signal. The venue does not otherwise monitor for spoofing, wash trading, front running or other abuse, and states so in this Notice.

cc. Stoppage of Trading

A book halts when the issuer's quote for the stock reports a trading halt on its primary exchange (which includes market-wide circuit breakers and news pending, as the exchange declares them), when the day's share volume on the venue reaches ninety percent of the ceiling set for the symbol, or by the operator's hand through the manager or the guardian. While halted no swap in the pool fills; deposits, exits and the agent's reshaping are not trading and continue. The halt is announced the moment it is set on https://harmonicagent.solutions/#/depth and at https://harmonicagent.solutions/api/depth/halts, and every stoppage is kept with the stock, the reasons, the start, the end, the notices given and the latency from signal to block. Trading resumes when the issuer's quote is clear and fresh (or, for a volume halt, when the rolling day's volume falls under the ceiling), set by the same desk or by hand. There is no reference price band or circuit breaker of the venue's own beyond the pool's price limit each trader sets.

dd. Exclusive or Predominant Venue

No. Every Stock Token trades on other pools of Robinhood Chain and in Robinhood's own application, and Robinhood redeems it. A book's pool is one venue among several, and a book being halted does not stop the token trading elsewhere.