What changed in this filing

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Item 1. Financial Statements

2025-08-13 compared with 2025-05-13 · 177 added, 107 removed, 338 unchanged (46% of the section changed)

1 unchanged sentence

ARK 21SHARES BITCOIN ETF

STATEMENT OF ASSETS AND LIABILITIES

STATEMENTS OF ASSETS AND LIABILITIES

(Amounts in thousands, except Share and per

10 unchanged sentences

Shares issued and outstanding, no par value, unlimited amount authorized

140,070,000 #

Net asset value per share

The accompanying notes are an integral part of the financial

# On June 13, 2025 there was a 3-for-1 share split.

Historical shares outstanding and net asset

value per share have been adjusted to reflect the 3-for-1 share split on a retroactive basis.

The accompanying notes are an integral

part of the financial statements.

ARK 21SHARES BITCOIN ETF

2 unchanged sentences

and percentages)

March 31, 2025 (Unaudited)

June 30, 2025 (Unaudited)

Investment in bitcoin

5 unchanged sentences

Liabilities in excess of other assets

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

1 unchanged sentence

(Amounts in thousands)

six months ended

Total expenses

3 unchanged sentences

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

Net realized gain (loss) on investment in bitcoin sold for redemptions

Net realized gain on investment in bitcoin sold for redemptions

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

Net change in unrealized gain on Sponsor fee payable

Net realized and change in unrealized gain (loss)

Net increase (decrease) in net assets resulting from

Net increase (decrease) in net assets resulting from operations

$ ( 409,214 )

3 unchanged sentences

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)

three months ended

six months ended

Net assets, beginning of period

2 unchanged sentences

( 1,675,241 )

( 3,217,683 )

Net investment loss

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

Net realized gain (loss) on investment in bitcoin sold for redemptions

Net realized gain on investment in bitcoin sold for redemptions

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

Net change in unrealized gain on Sponsor fee payable

Net assets, end of period

1 unchanged sentence

Shares issued

173,970,000 #

Shares redeemed

( 51,715,000 )

Net increase in Shares issued

( 35,790,000 ) #

( 102,535,000 )

( 35,820,000 ) #

Net increase (decrease) in Shares issued

( 2,245,000 )

138,150,000 #

# As described further in “Note 1:

Organization,”

on June 13, 2025, there was a 3-for-1 share split.

Historical shares outstanding and net asset value per share have been adjusted to

reflect the 3-for-1 share split on a retroactive basis.

Amount rounds to less than $1,000.

7 unchanged sentences

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”), BitGo New York Trust Company, LLC (“BitGo”), and Anchorage Digital

(“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 hold all of the Trust’s bitcoin on the Trust’s behalf.

The transfer agent (the “Transfer Agent”), the administrator for the Trust (the “Administrator”), and the cash

custodian (the “Cash Custodian”), is Bank of New York Mellon.

CSC 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

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 hold all of the Trust’s bitcoin

on the Trust’s behalf.

The transfer agent (the “Transfer Agent”), the administrator for the Trust (the “Administrator”),

and the cash custodian (the “Cash Custodian”), is Bank of New York Mellon.

The Trust is an exchange-traded

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

net assets that trade on Cboe BZX Exchange, Inc.

fund that issues common 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”.

The Shares were listed for trading on the Exchange

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

The Trust’s investment

27 unchanged sentences

These Seed Creation Baskets were redeemed for cash on or about January 19, 2024.

On June 2, 2025, the Trust

announced that the Sponsor approved a three (3)-for-one (1) share split (the “Share Split”) of all of the Trust’s outstanding

Shares In connection with the Share Split, every one Share that was held by the Trust’s beneficial owners (the “Record Holders”)

at the close of business on June 12, 2025, automatically split into three Shares after market close on June 13, 2025.

The Share Split

became effective at market open on June 16, 2025.

Following the Share Split, the Shares will continue to trade under the ticker symbol

“ARKB” under the same CUSIP, and the total net asset value (“NAV”) of the Trust did not change as a result of

the Share Split.

In addition, each Record Holder will continue to hold the same percentage of the Trust’s outstanding Shares as

held immediately prior to the Share Split, and the Share Split will not modify the rights or preferences of the Shares.

The investment

objective, strategy, and underlying holdings of the Trust will remain unchanged.

The statements of assets and

liabilities and schedule of investments on March 31, 2025, and the statements of operations and changes in net assets for the three months

ended March 31, 2025 and 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 months ended March 31, 2025 and 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 June 30, 2025, and the statements of operations and changes in net assets for the three and

six months ended June 30, 2025 and 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, 2025, and for all interim periods presented have been made.

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

The fiscal year of the Trust

34 unchanged sentences

and based on initial analysis will select an exchange market as the Trust’s principal market.

The net asset value (“NAV”)

and NAV per Share will be calculated using the fair value of bitcoin based on the price provided by this exchange market, as of 4:00 p.m.

ET on the measurement date for GAAP purposes.

The Trust will update its principal market analysis periodically and as needed to the extent

that events have occurred, or activities have changed in a manner that could change the Trust’s determination of the principal market.

The NAV and NAV per Share will be

calculated using the fair value of bitcoin based on the price provided by this exchange market, as of 4:00 p.m.

ET on the measurement

date for GAAP purposes.

The Trust will update its principal market analysis periodically and as needed to the extent that events have

occurred, or activities have changed in a manner that could change the Trust’s determination of the principal market.

Various inputs are used in

20 unchanged sentences

(Amounts in thousands)

March 31, 2025 (Unaudited)

June 30, 2025 (Unaudited)

Investment in bitcoin

3 unchanged sentences

Investment in bitcoin

The cost basis of the investment

in bitcoin recorded by the Trust for financial reporting purposes is the fair value of bitcoin at the time of purchase.

The cost basis

recorded by the Trust may differ from proceeds collected by the authorized participant from the sale of the corresponding Shares to investors.

The cost basis of the investment in bitcoin recorded

by the Trust for financial reporting purposes is the fair value of bitcoin at the time of purchase.

The cost basis recorded by the Trust

may differ from proceeds collected by the authorized participant from the sale of the corresponding Shares to investors.

Investment Transactions

6 unchanged sentences

Fee in bitcoin.

Calculation of Net Asset Value “NAV”

and NAV per Share

On each day other than when

the Exchange is closed for regular trading (a “Business Day”), as soon as practicable after 4:00 p.m.

(Eastern Time), the net

asset value of the Trust is obtained by subtracting all accrued fees, expenses and other liabilities of the Trust from the fair value

of the bitcoin and other assets held by the Trust using the index price.

The Trustee computes the NAV per Share by dividing the NAV of

the Trust by the number of Shares outstanding on the date the computation is made.

Calculation of NAV and NAV per Share

On each day other than when the Exchange is closed

for regular trading (a “Business Day”), as soon as practicable after 4:00 p.m.

(Eastern Time), the NAV of the Trust is obtained

by subtracting all accrued fees, expenses and other liabilities of the Trust from the fair value of the bitcoin and other assets held

by the Trust using the index price.

The Trustee computes the NAV per Share by dividing the NAV of the Trust by the number of Shares outstanding

on the date the computation is made.

Federal Income Taxes

14 unchanged sentences

on such sale.

The Sponsor has reviewed the tax positions as of March 31, 2025, 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 June 30, 2025, and has determined that no provision for income tax is required

in the Trust’s financial statements.

Segment Reporting

The Trust operates in

The segment derives its revenues from Trust investments made in accordance with the defined investment strategy of the

Trust, as prescribed in the Trust’s prospectus.

The Trust operates in one

The segment derives its revenues from Trust investments made in accordance with the defined investment strategy of the Trust,

as prescribed in the Trust’s prospectus.

The Chief Operating Decision Maker (“CODM”) is the Sponsor.

CODM monitors the operating results of the Trust.

The financial information that the CODM leverages to assess the segment’s

performance and to make decisions for the Trust’s single segment is consistent with the financial information that is

presented within the Trust’s financial statements.

Segment assets are reflected on the accompanying Statements of Assets and Liabilities as Total assets and the only significant segment

expense, the Sponsor fee, is included in the accompanying Statements of Operations.

The CODM monitors

the operating results of the Trust.

The financial information that the CODM leverages to assess the segment’s performance and to

make decisions for the Trust’s single segment is consistent with the financial information that is presented within the Trust’s

financial statements.

Segment assets are reflected on the accompanying Statements of Assets and Liabilities as Total assets and the only

significant segment expense, the Sponsor fee, is included in the accompanying Statements of Operations.

Fair Value of Bitcoin

The following represents the changes in quantity of bitcoin and the

respective fair value on March 31, 2025 (Unaudited) and December 31, 2024

The following represents the changes in quantity

of bitcoin and the respective fair value on the six months ended June 30, 2025 (Unaudited) and 2024 (Unaudited):

(Amounts in thousands, except quantity of bitcoin)

5 unchanged sentences

Net realized gain on investment in bitcoin sold for redemptions

Change in unrealized appreciation on investment in bitcoin

Ending balance as of March 31, 2025

Change in unrealized appreciation/(depreciation) on investment in bitcoin

Ending balance as of June 30, 2025

(Amounts in thousands, except quantity of bitcoin)

2 unchanged sentences

( 11,933.3010 )

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

Net realized gain on investment in bitcoin sold for redemptions

Change in unrealized appreciation on investment in bitcoin

Ending balance as of June 30, 2024

The following represents the changes in quantity

of bitcoin and the respective fair value on the three months ended June 30, 2025 (Unaudited) and 2024 (Unaudited):

(Amounts in thousands, except quantity of bitcoin)

Beginning balance as of April 1, 2025

Bitcoin purchased

( 17,225.3147 )

( 1,678,171 )

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

Net realized gain on investment in bitcoin sold for redemptions

Change in unrealized appreciation/(depreciation) on investment in bitcoin

Ending balance as of June 30, 2025

(Amounts in thousands, except quantity of bitcoin)

Beginning balance as of April 1, 2024

Bitcoin purchased

( 11,923.3010 )

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

Net realized gain on investment in bitcoin sold for redemptions

Change in unrealized appreciation on investment in bitcoin

Ending balance as of December 31, 2024

Ending balance as of June 30, 2024

Trust Expenses

8 unchanged sentences

time the waiver period ended.

Except for during periods during which the Sponsor Fee has been waived, the Sponsor Fee accrues daily

Except for during periods during which the Spo nsor fee has been waived, the Sponsor fee accrues daily

and is payable in bitcoin weekly in arrears.

2 unchanged sentences

determined by reference to the Index.

The Trust incurred Sponsor Fees for the quarters ended March 31, 2025 and 2024 of $ 2,367,167 and $ 627,659 net of Sponsor Fee waived of

$ 93,111 , respectively.

The accrued liability at March 31, 2025 and December 31, 2024 was $ 753,353 and $ 357,613 .

The Sponsor has agreed

to pay all operating expenses (except for litigation expenses and other extraordinary expenses) out of the Sponsor Fee.

The Trust incurred Sponsor fees for the six-month periods ended June 30, 2025 and 2024 of

$ 4,811,499 and $ 2,183,099 net of Sponsor fees waived of $ 93,111 , respectively.

The accrued liability at June 30, 2025 and December

31, 2024 was $ 200,212 and $ 357,613 , respectively.

The Sponsor has agreed to pay all operating expenses (except for litigation

expenses and other extraordinary expenses) out of the Sponsor fee.

The Sponsor has agreed to

8 unchanged sentences

of the Shares under the Securities Act or Exchange Act, (xi) printing and mailing costs;

(xii) costs of maintaining the Sponsor’s website

and (xiii) applicable license fees (each, a “Sponsor-paid Expense,” and together, the “Sponsor-paid Expenses”), provided

that any expense that qualifies as an Additional Trust Expense (as defined below) will be deemed to be an Additional Trust Expense and

not a Sponsor-paid Expense.

The Sponsor will not, however, assume certain

extraordinary, non-recurring expenses that are not Sponsor-paid Expenses, including, but not limited to, taxes and governmental 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 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 any

legal fees and expenses incurred in connection with litigation, regulatory enforcement or investigation matters (collectively, “Additional

(xii) costs of maintaining the Sponsor’s

website and (xiii) applicable license fees (each, a “Sponsor-paid Expense,” and together, the “Sponsor-paid Expenses”),

provided that any expense that qualifies as an Additional Trust Expense (as defined below) will be deemed to be an Additional Trust Expense

and not a Sponsor-paid Expense.

The Sponsor will not, however,

assume certain extraordinary, non-recurring expenses that are not Sponsor-paid Expenses, including, but not limited to, taxes and governmental

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 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

any legal fees and expenses incurred in connection with litigation, regulatory enforcement or investigation matters (collectively, “Additional

Trust Expenses”).

38 unchanged sentences

is unaffiliated with the Trust and the Sponsor.

Activity in Capital Transactions Issued and Redeemed:

Shares issued

Shares redeemed

Activity in Capital Transactions:

Contributions for shares issued

173,970,000 #

Net Change in Capital Transactions Issued and Redeemed

Distributions for shares redeemed

( 51,715,000 )

( 35,790,000 ) #

( 102,535,000 )

( 35,820,000 ) #

Net Change in Capital Transactions

( 2,245,000 )

138,150,000 #

# On June 13, 2025, the Share Split occurred.

Historical shares

outstanding and NAV per share have been adjusted to reflect the Share Split on a retroactive basis.

(Amounts in thousands)

2 unchanged sentences

( 1,675,241 )

( 3,217,683 )

Net Change in Capital Transactions Issued and Redeemed

16 unchanged sentences

companies and external service providers.

As of March 31, 2025, the

Sponsor did not own any Shares of the Trust.

As of June 30, 2025, the Sponsor

owned zero Shares of the Trust.

The Sponsor arranged for the

2 unchanged sentences

Financial Highlights

Per Share Performance (for a Share outstanding throughout the periods presented)

Per Share Performance (for a Share outstanding throughout each period presented)

three months ended

six months ended

Net asset value per Share, beginning of period

7 unchanged sentences

Gross expenses

# On June 13, 2025, the Share Split occurred.

Historical shares

outstanding and NAV per share have been adjusted to reflect the Share Split on a retroactive basis.

(1) Calculated using average Shares outstanding.

(2) The amount shown for a share outstanding throughout the year

may not agree with the change in the aggregate gains and losses for the year because of the timing of sales and repurchases of the Trust’s

shares in relation to fluctuating market values for the Trust.

(3) 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) The amount shown for a share outstanding throughout the year may not agree with the change in the aggregate gains and losses for the year because of the timing of sales and repurchases of the Trust’s shares in relation to fluctuating market values for the Trust.

(3) 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.

(4) Annualized.

10 unchanged sentences

invest in diversified assets, the Trust’s investment strategy is concentrated in a single asset within a single asset class.

This concentration

maximizes the degree of the Trust’s exposure to a variety of market risks associated with bitcoin and digital assets.

By concentrating

its investment strategy solely in bitcoin, any losses suffered as a result of a decrease in the value of ether can be expected to reduce

the value of an interest in the Trust and will not be offset by other gains if the Trust were to invest in underlying assets that were

concentration maximizes the degree of the Trust’s exposure to a variety of market risks associated with bitcoin and digital assets.

By concentrating its investment strategy solely in bitcoin, any losses suffered as a result of a decrease in the value of bitcoin can

be expected to reduce the value of an interest in the Trust and will not be offset by other gains if the Trust were to invest in underlying

assets that were diversified.

Indemnification

24 unchanged sentences

Subsequent Events

The Trust has evaluated subsequent events and transactions

for potential recognition or disclosure through the date the financial statements were issued and has determined that there are no material

events that would require disclosure in the financial statements.

On July 29, 2025, the SEC issued 19b-4 orders permitting in-kind creations and redemptions by authorized participants for the Trust.

July 31, 2025, the amendment to the Trust's S-1 registration statement was declared effective.

As a result of these regulatory actions,

the Trust is authorized to create and redeem shares with authorized participants on an in-kind basis.

The Trust has evaluated all subsequent events through the issuance of the financial statements and has noted no other events requiring

adjustment or additional disclosure in the financial statements other than the item noted above.

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