Kraken Files for OCC National Trust Charter: What You Need to Know

Payward, the parent company of crypto exchange Kraken, has filed an application with the U.S. Office of the Comptroller of the Currency (OCC) for a national trust company charter. If approved, the new entity, Payward National Trust Company, would provide fiduciary custody services for digital assets at the federal level. The announcement came on May 9.

What is an OCC charter and why does a crypto exchange need one?

The OCC is the primary federal banking regulator in the United States, operating under the Treasury Department. It grants charters to national banks and trust companies, allowing them to operate across all states under a single unified framework. A trust company, under U.S. law, holds assets on behalf of clients and bears full legal responsibility for safeguarding them. For the crypto industry, that status has long been out of reach.

Until recently, crypto firms relied on state-level licenses. Wyoming, for instance, issues what is known as an SPDI, or Special Purpose Depository Institution. Kraken Financial already holds one. The problem: an SPDI covers only one state and does not meet the compliance requirements of the largest institutional investors. A pension fund or insurance company planning to hold Bitcoin in the hundreds of millions of dollars typically demands federal oversight. An OCC charter addresses that need directly.

There is a deeper layer here. A trust company in the U.S. legal system carries fiduciary duties, meaning it must act in the best interest of the client, not the owner. That is a higher accountability standard than what a standard broker or exchange is held to. For pension funds, insurers, and sovereign wealth funds, that distinction matters greatly.

Kraken brings additional infrastructure to the table. The exchange already holds a Federal Reserve master account, giving it direct access to the U.S. payment system without relying on commercial bank intermediaries. An OCC charter would complete the third tier of its regulatory stack.

What exactly did Payward file and what is the goal?

Payward announced that it had submitted an application to the OCC to establish Payward National Trust Company. The new entity would offer fiduciary custody services focused primarily on digital assets. It would not function as a trading platform or exchange: its mandate would be the safekeeping of client assets.

Kraken co-CEO Arjun Sethi explained the rationale: "A national trust company provides the certainty institutions require and establishes the infrastructure to build the next generation of custody. This is not about being first; it is about getting the framework right so markets can scale with clarity, interoperability, and long-term vision for what clients will demand."

The application will be reviewed by OCC head Jonathan Gould, a Trump appointee known for his openness toward crypto licensing. He oversaw the approval of six similar charters in December 2025. At the same time, the OCC is facing congressional scrutiny: the agency is also considering an application from World Liberty Financial, a crypto firm tied to the Trump family, raising questions about potential conflicts of interest.

Who has already received an OCC charter?

Kraken is not the first to pursue this path. In December 2025, the OCC approved comparable charters for six companies:

• Ripple Labs, the payments network behind XRP
• BitGo, a specialized digital asset custodian
• Circle, the issuer of stablecoin USDC
• Fidelity Digital Assets, the crypto arm of investment giant Fidelity
• Paxos, a tokenized asset infrastructure provider
• Coinbase

December 2025 was a turning point. The OCC effectively acknowledged that digital assets need more than trading venues: they need a full custodial layer with federal oversight. Each new entrant strengthens the legal infrastructure for institutional capital. Companies with federal charters gain a clear competitive edge: major clients will prefer them over custodians operating only at the state level.

What does this mean for institutional clients?

Large investors have held back from direct crypto exposure for years. The reason is rarely the price. More often, the question is practical: where can a fund store the position in a way that satisfies fiduciary duties and internal compliance policies? A custodian with an OCC charter provides a ready answer, operating under the same federal rules as a conventional bank.

For a fund's compliance officer, that alignment speeds up deal approval significantly. Instead of an extended due diligence process on an unregulated custodian, the fund gets a structure that has already passed federal regulatory review. Fewer questions from legal, faster sign-off.

Funds that currently hold Bitcoin through ETFs may also find direct custody more attractive once a federally chartered option is available, since direct custody tends to carry lower management fees over the long run compared with ETF wrappers.

For Kraken, the charter opens a client tier it has largely been locked out of. The exchange has built a solid business serving retail traders and mid-sized funds. The largest institutional mandates, where a single transaction can run into hundreds of millions of dollars, required a stronger legal foundation. Approval of the application would close that gap.

What comes next?

The OCC review process typically takes several months. In the meantime, Kraken is preparing for a public listing: Sethi has said the company is about 80% ready for an IPO by 2027. A federal bank charter strengthens that story for public market investors who weigh regulatory credibility, and it reduces legal risk for future shareholders.

Kraken has also been moving on multiple fronts at once. The exchange already closed its acquisition of derivatives firm Bitnomial and signed a deal to acquire stablecoin company Reap. All three moves point in the same direction: Kraken is building a regulatory foundation to go public as a full financial institution, not simply a crypto exchange.

If the OCC approves the application, Kraken would become one of the few crypto exchanges in the United States combining a trading platform, Federal Reserve payment access, and federal custody under one roof. Other major exchanges are watching closely.