What changed in this filing

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Item 1. Financial Statements

2024-11-12 compared with 2024-08-09 · 134 added, 124 removed, 295 unchanged (47% of the section changed)

4 unchanged sentences

Share amounts)

September 30,

Investment in bitcoin, at fair value (cost 2,910,767, and $ - , respectively)

Bitcoin sold receivable

Capital shares receivable

Bitcoin purchased payable

Capital shares payable

1 unchanged sentence

Total liabilities

Net assets consist of

Net assets consists of:

Paid-in-capital

2 unchanged sentences

Net asset value per share

rounds to less than $1,000.

1 Amount rounds to less than $1,000.

See Note 1 to the Unaudited Notes to Financial Statements.

The accompanying notes are an integral part

of the Financial Statements.

The accompanying notes are an integral part of the Financial Statements.

ARK 21SHARES BITCOIN ETF

2 unchanged sentences

and percentages)

June 30, 2024* (Unaudited)

Quantity of bitcoin

% of Net Assets

September 30, 2024 * (Unaudited)

Investment in bitcoin

1 unchanged sentence

Liabilities in excess of other assets

comparative schedule has been provided as the Trust did not hold any bitcoin as of December 31, 2023.

The accompanying notes are an integral part

of the Financial Statements.

* No comparative schedule has been provided as the Trust did not hold any bitcoin as of December 31, 2023.

The accompanying notes are an integral part of the Financial Statements.

ARK 21SHARES BITCOIN ETF

1 unchanged sentence

(Amounts in thousands)

June 30, 2024*

September 30,

nine months ended

September 30,

Sponsor’s fee

2 unchanged sentences

Net investment loss

Realized and change in unrealized gain

Realized and change in unrealized gain (loss)

Net realized gain on investment in bitcoin sold to pay Sponsor’s fee

1 unchanged sentence

Net change in unrealized appreciation (depreciation) on investment in bitcoin

Net realized and

change in unrealized gain (loss)

Net increase (decrease) in net assets resulting from operations

prior year comparative statement has been provided as this is the first fiscal year of the Trust’s operations.

The accompanying notes are an integral part

of the Financial Statements.

Net realized and change in unrealized gain (loss)

Net increase in net assets resulting from operations

* No prior year comparative statement

has been provided as this is the first fiscal year of the Trust’s operations.

The accompanying notes are an integral part of the Financial Statements.

ARK 21SHARES BITCOIN ETF

STATEMENTS OF CHANGES IN NET ASSETS

(Amounts in thousands, except change in Shares

issued and redeemed)

(Amounts in thousands, except change in Shares issued

and redeemed)

September 30,

Net assets, beginning of period

1 unchanged sentence

Distributions for Shares redeemed

( 1,566,520 )

Net investment loss

1 unchanged sentence

Net realized gain on investment in bitcoin sold for redemptions

Net change in unrealized appreciation (depreciation) on investment in

Net change in unrealized appreciation (depreciation) on investment in bitcoin

Net assets, end of period

2 unchanged sentences

Shares redeemed

( 13,100,000 )

( 25,040,002 )

Net increase in Shares issued

* No prior year comparative statement has been provided as this is the first fiscal year of the Trust’s operations.

* No prior year comparative statement

has been provided as this is the first fiscal year of the Trust’s operations.

1 Amount rounds to less than $1,000.

See Note 1 to the Unaudited Notes to Financial Statements.

The accompanying notes are an integral part

of the Financial Statements.

21Shares Bitcoin ETF

to Financial Statements (Unaudited)

The ARK 21Shares Bitcoin ETF

(the “Trust”) is a Delaware statutory trust, formed on June 22, 2021, pursuant to the Delaware Statutory Trust Act (“DSTA”).

The accompanying notes are an integral part of the Financial Statements.

Financial Statements (Unaudited)

The ARK 21Shares Bitcoin

ETF (the “Trust”) is a Delaware statutory trust, formed on June 22, 2021, pursuant to the Delaware Statutory Trust Act

The Trust operates pursuant to an Amended and Restated Trust Agreement (the “Trust Agreement”).

Delaware Trust Company, a

Delaware trust company, is the trustee of the Trust (the “Trustee”).

The Trust is managed and controlled by 21Shares US LLC

(the “Sponsor”).

The Sponsor is a limited liability company formed in the state of Delaware on June 16, 2021, and is a wholly

owned subsidiary of Jura Pentium Inc., whose ultimate parent company is 21co Holdings Limited (formerly known as Amun Holdings Limited).

Coinbase Custody Trust Company, LLC (“Coinbase Custody”) (the “Custodian”) is the custodian for the Trust and

will hold all of the Trust’s bitcoin on the Trust’s behalf.

The transfer agent (the “Transfer Agent”) and the

administrator for the Trust (the “Administrator”) is Bank of New York Mellon.

The Trust is an exchange-traded

fund (“ETF”) that issues units of beneficial interest (the “Shares”) representing fractional undivided beneficial

interests in its net assets that trade on the Cboe BZX Exchange, Inc.

(the “Exchange”).

The Shares were listed for trading

on the Exchange on January 11, 2024, under the ticker symbol “ARKB”.

Delaware Trust Company, a Delaware trust company, is the trustee of the Trust (the “Trustee”).

The Trust is managed and

controlled by 21Shares US LLC (the “Sponsor”).

The Sponsor is a limited liability company formed in the state of

Delaware on June 16, 2021, and is a wholly owned subsidiary of Jura Pentium Inc., whose ultimate parent company is 21co Holdings

Limited (formerly known as Amun Holdings Limited).

Coinbase Custody Trust Company, LLC (“Coinbase”), BitGo New York

Trust Company, LLC (“BitGo”), and Anchorage Digital Bank N.A.

(“Anchorage”, and, together with Coinbase and

BitGo, as the context may require, the “Custodian”, “Custodians” and each a “Custodian”) are the

custodians for the Trust and will hold all of the Trust’s bitcoin on the Trust’s behalf.

The transfer agent (the

“Transfer Agent”) and the administrator for the Trust (the “Administrator”) is Bank of New York Mellon.

Shares were listed for trading on the Cboe BZX Exchange, Inc.

(the “Exchange”) on January 11, 2024, under the ticker symbol

The Trust’s investment

5 unchanged sentences

The Index is designed to reflect the performance of bitcoin in U.S.

to achieve its investment objective, the Trust holds bitcoin at its Custodian and values its Shares daily based on the Index.

to achieve its investment objective, the Trust holds bitcoin at its Custodians and values its Shares daily based on the Index.

ARK Investment Management

20 unchanged sentences

The statements of assets and

liabilities and schedule of investments on June 30, 2024, and the statements of operations and changes in net assets for the three and

six months ended June 30, 2024, have been prepared on behalf of the Trust and are unaudited.

In the opinion of management of the Sponsor

of the Trust, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position and results

of operations for the three and six months ended June 30, 2024, and for all interim periods presented have been made.

In addition, interim

period results are not necessarily indicative of results for a full-year period.

liabilities and schedule of investments on September 30, 2024, and the statements of operations and changes in net assets for the three

and nine months ended September 30, 2024, have been prepared on behalf of the Trust and are unaudited.

In the opinion of management of

the Sponsor of the Trust, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position

and results of operations for the three and nine months ended September 30, 2024, and for all interim periods presented have been made.

In addition, interim period results are not necessarily indicative of results for a full-year period.

The fiscal year of the Trust

50 unchanged sentences

of the fair value hierarchy are as follows:

Unadjusted quoted prices in

active markets for identical assets or liabilities;

Inputs other than quoted prices

included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar

assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered

to be active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally

from or corroborated by observable market data by correlation or other means;

Unobservable inputs, including

the Trust’s assumptions used in determining the fair value of investments, where there is little or no market activity for the asset

or liability at the measurement date.

Unadjusted quoted prices in active markets for identical assets

or liabilities;

Inputs other than quoted prices included within Level 1 that

are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in

active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs

other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated

by observable market data by correlation or other means;

Unobservable inputs, including the Trust’s assumptions

used in determining the fair value of investments, where there is little or no market activity for the asset or liability at the measurement

Fair Value Measurement Using

(Amounts in thousands)

June 30, 2024

September 30, 2024

Investment in bitcoin

comparative schedule has been provided as the Trust did not hold any bitcoin as of December 31, 2023.

* No comparative schedule has been provided as the Trust did

not hold any bitcoin as of December 31, 2023.

The cost basis of the investment

34 unchanged sentences

on such sale.

The Sponsor has reviewed the tax positions as of June 30, 2024, and has determined that no provision for income tax is required

in the Trust’s financial statements.

The Sponsor has reviewed the tax positions as of September 30, 2024, and has determined that no provision for income tax

is required in the Trust’s financial statements.

Recently Issued Accounting Pronouncement

In December 2023, the FASB

issued Accounting Standards Update (“ASU”) 2023-08, Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60):

Accounting for and Disclosure of Crypto Assets (“ASU 2023-08”).

ASU 2023-08 is intended to improve the accounting for certain

crypto assets by requiring an entity to measure those crypto assets at fair value each reporting period with changes in fair value recognized

in net income.

The amendments also improve the information provided to investors about an entity’s crypto asset holdings by requiring

disclosure about significant holdings, contractual sale restrictions, and changes during the reporting period.

ASU 2023-08 is effective

for annual and interim reporting periods beginning after December 15, 2024.

Early adoption is permitted for both interim and annual financial

statements that have not yet been issued.

The Trust adopted this new guidance with no material impact on its financial statements and

disclosures as the Trust uses fair value as its method of accounting for bitcoin in accordance with its classification as an investment

company for accounting purposes.

In December 2023, the FASB issued Accounting Standards

Update (“ASU”) 2023-08, Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60):

Accounting for and Disclosure

of Crypto Assets (“ASU 2023-08”).

ASU 2023-08 is intended to improve the accounting for certain crypto assets by requiring

an entity to measure those crypto assets at fair value each reporting period with changes in fair value recognized in net income.

amendments also improve the information provided to investors about an entity’s crypto asset holdings by requiring disclosure about

significant holdings, contractual sale restrictions, and changes during the reporting period.

ASU 2023-08 is effective for annual and

interim reporting periods beginning after December 15, 2024.

Early adoption is permitted for both interim and annual financial statements

that have not yet been issued.

The Trust adopted this new guidance with no material impact on its financial statements and disclosures

as the Trust uses fair value as its method of accounting for bitcoin in accordance with its classification as an investment company for

accounting purposes.

Fair Value of Bitcoin

The following represents the changes in quantity

of bitcoin and the respective fair value on June 30, 2024 *:

The following represents the

changes in quantity of bitcoin and the respective fair value on September 30, 2024 *:

(Amounts in thousands, except Quantity of bitcoin)

Quantity of bitcoin

Beginning balance as of January 1, 2024

1 unchanged sentence

( 25,060.2204 )

( 1,569,089 )

Net realized gain on investment in bitcoin sold to pay Sponsor’s fee

1 unchanged sentence

Change in unrealized appreciation on investment in bitcoin

Ending balance as of June 30, 2024*

Ending balance as of September 30, 2024 *

* No prior year comparative period presented as this is the first

fiscal year of the Trust’s operations.

The Trust pays the unitary Sponsor Fee of 0.21 % of the Trust’s

bitcoin holdings.

The Sponsor Fee is paid by the Trust to the Sponsor as compensation for services performed under the Trust Agreement.

The Sponsor agreed to waive the entire Sponsor Fee for (i) a six-month period which commenced on January 11, 2024 (the day the Trust's

Shares were initially listed on the Exchange), or (ii) the first $ 1 billion of Trust assets, whichever came first.

The Trust assets exceeded

$ 1 billion prior to the end of the six month period, at which time the waiver period ended.

The Trust pays the unitary

Sponsor Fee of 0.21 % of the Trust’s bitcoin holdings.

The Sponsor Fee is paid by the Trust to the Sponsor as compensation for services

performed under the Trust Agreement.

The Sponsor agreed to waive the entire Sponsor Fee for (i) a nine-month period which commenced on

January 11, 2024 (the day the Trust’s Shares were initially listed on the Exchange), or (ii) the first $ 1 billion of Trust assets, whichever

The Trust assets exceeded $ 1 billion prior to the end of the nine-month period, at which time the waiver period ended.

The Sponsor has agreed to

3 unchanged sentences

(ii) the Marketing Fee, (iii) fees to the administrator, if any, (iv) fees

to the bitcoin Custodian, (v) fees to the Transfer Agent, (vi) fees to the Trustee, (vii) the fees and expenses related to any future

to the bitcoin Custodians, (v) fees to the Transfer Agent, (vi) fees to the Trustee, (vii) the fees and expenses related to any future

listing, trading or quotation of the Shares on any listing exchange or quotation system (including legal, marketing and audit fees and

7 unchanged sentences

charges, expenses and costs of any extraordinary services performed by the Sponsor (or any other service provider) on behalf of the Trust

to protect the Trust or the interests of Shareholders, any indemnification of the bitcoin Custodian, Administrator or other agents, service

to protect the Trust or the interests of Shareholders, any indemnification of the bitcoin Custodians, Administrator or other agents, service

providers or counter-parties of the Trust, the fees and expenses related to the listing, and extraordinary legal fees and expenses, including

3 unchanged sentences

In the Sponsor’s sole discretion, all or any portion of a Sponsor-paid Expense may be re-designated as an Additional Trust

To the extent that the Sponsor

does not voluntarily assume expenses, they will be the responsibility of the Trust.

The Sponsor also pays the costs of the Trust’s

organization and offering.

The Trust is not obligated to repay any such costs related to the Trust’s organization and offering paid

by the Sponsor.

To the extent that the Sponsor does not voluntarily assume expenses, they will be the responsibility of the Trust.

also pays the costs of the Trust’s organization and offering.

The Trust is not obligated to repay any such costs related to the

Trust’s organization and offering paid by the Sponsor.

Creation and Redemption of Shares

11 unchanged sentences

Counterparty may be an affiliate of an Authorized Participant.

The Authorized Participants

deliver only cash to create Shares and receive only cash when redeeming Shares.

Further, Authorized Participants will not directly or

indirectly purchase, hold, deliver, or receive bitcoin as part of the creation or redemption process or otherwise direct the Trust or

a third-party with respect to purchasing, holding, delivering, or receiving bitcoin as part of the creation or redemption process.

The Authorized Participants deliver only cash to create Shares and receive

only cash when redeeming Shares.

Further, Authorized Participants will not directly or indirectly purchase, hold, deliver, or receive

bitcoin as part of the creation or redemption process or otherwise direct the Trust or a third-party with respect to purchasing, holding,

delivering, or receiving bitcoin as part of the creation or redemption process.

The Trust creates Shares by

10 unchanged sentences

is unaffiliated with the Trust and the Sponsor.

September 30,

Activity in Capital Transactions Issued and Redeemed:

5 unchanged sentences

(Amounts in thousands)

September 30,

Activity in Capital Transactions Issued and Redeemed:

1 unchanged sentence

Shares redeemed

( 1,566,520 )

Net Change in Capital Transactions Issued and Redeemed

prior year comparative table has been provided as this is the first fiscal year of the Trust’s operations.

* No prior year comparative table

has been provided as this is the first fiscal year of the Trust’s operations.

Bitcoin purchased payable

represents the quantity of bitcoin purchased for the creation of Shares where the bitcoin has not yet settled.

Generally, bitcoin is transferred within two business days of the trade date.

Generally, bitcoin is transferred

within two business days of the trade date.

September 30,

(Amounts in thousands)

Bitcoin purchased payable

prior year comparative table has been provided as this is the first fiscal year of the Trust’s operations.

* No prior year comparative table has been provided as this is the first fiscal year of the Trust’s operations.

Bitcoin sold receivable represents

the quantity of bitcoin sold for the redemption of Shares where the bitcoin has not yet been settled.

Generally, bitcoin is transferred within two business days of the trade date.

Generally, bitcoin is transferred

within two business days of the trade date.

September 30,

(Amounts in thousands)

Bitcoin sold receivable

prior year comparative table has been provided as this is the first fiscal year of the Trust’s operations.

* No prior year comparative table

has been provided as this is the first fiscal year of the Trust’s operations.

Related Parties

3 unchanged sentences

companies and external service providers.

As of June 30, 2024, the Sponsor

owned zero Shares of the Trust.

As of September 30, 2024,

the Sponsor owned zero Shares of the Trust.

The Sponsor arranged for the

3 unchanged sentences

Per Share Performance (for a Share

outstanding throughout the periods presented)

outstanding throughout each period presented)

September 30,

Net asset value per Share, beginning of period

Net investment loss on investment in bitcoin (1)

Net realized and change in

unrealized gain (loss) on investment in bitcoin

Net investment income (loss) on investment in bitcoin (1)

Net realized and change in unrealized gain (loss) on investment in bitcoin

Net change in net assets from operations

1 unchanged sentence

Total return, at net asset value (2)

to average net assets (3)

Net investment loss

Ratio to average net assets (3)

Net investment income (loss)

Gross expenses

* No prior year comparative financial statements have been provided as this is the first fiscal year of the Trust’s operations.

* No prior year comparative financial statements have been provided

as this is the first fiscal year of the Trust’s operations.

1 Calculated using average Shares outstanding.

2 Total return is calculated based on the change in value during the period and is not annualized.

An individual shareholder’s total return and ratio may vary from the above total returns and ratios based on the timing of contributions to and withdrawals from the Trust.

2 Total return is calculated based on the change in value during

the period and is not annualized.

An individual shareholder’s total return and ratio may vary from the above total returns and

ratios based on the timing of contributions to and withdrawals from the Trust.

3 Annualized.

36 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements