Item 1. Financial Statements
Item 1. Financial Statements.
Index to Financial Statements
Documents
Page
HASHDEX COMMODITIES TRUST
Combined Statements of Assets and Liabilities at March 31, 2026 (Unaudited) and December 31, 2025
F-1
Combined Schedule of Investments at March 31, 2026 (Unaudited) and December 31, 2025
F-2
Combined Statements of Operations (Unaudited) for the three months ended March 31, 2026 and 2025
F-4
Combined Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2026 and 202 5
F-5
Combined Statements of Cash Flows (Unaudited) for the three months ended March 31, 2025
F-6
HASHDEX BITCOIN ETF
Statements of Assets and Liabilities at March 31, 2026 (Unaudited) and December 31, 2025
F-7
Schedule of Investments at March 31, 2026 (Unaudited) and December 31, 2025
F-8
Statements of Operations (Unaudited) for the three months ended March 31, 2026 and 2025
F-10
Statements of Changes in Net Assets (Unaudited) for the three months ended March 31, 2026 and 2025
F-11
Statements of Cash Flows (Unaudited) for the three months ended March 31, 2025
F-12
Notes to Financial Statements (Unaudited)
F-13
HASHDEX COMMODITIES TRUST
(FORMERLY, TIDAL COMMODITIES TRUST
I)
COMBINED STATEMENTS OF ASSETS
AND LIABILITIES
March 31, 2026 (Unaudited)
December 31, 2025
ASSETS
Investments (1)
$ 9,141,203
$ 11,812,267
Cash and cash equivalents (2)
50,674
52,133
Interest receivable
164
165
Equity in trading accounts:
Due from broker
30,712
35,778
Total equity in trading accounts
30,712
35,778
Total Assets
9,222,753
11,900,343
LIABILITIES
Management fee payable to Sponsor
2,018
2,566
Total Liabilities
2,018
2,566
NET ASSETS
$ 9,220,735
$ 11,897,777
Shares issued and outstanding
120,000
120,000
( no par value, Unlimited amount authorized)
Net asset value per share
$ 76.84
$ 99.15
Market value per share
$ 76.92
$ 98.92
(1) Cost basis
$ 9,706,036
$ 9,706,036
(2) Cost basis
$ 50,674
$ 52,133
(1) Cost basis $ 9,706,036 $ 9,706,036
(2) Cost basis $ 50,674 $ 52,133
The accompanying notes are an integral part of these financial
statements.
F- 1
HASHDEX COMMODITIES TRUST
(FORMERLY, TIDAL COMMODITIES
TRUST I)
COMBINED SCHEDULE OF INVESTMENTS
March 31, 2026
(Unaudited)
Description: Assets
Yield
Fair Value
Percentage of Net Assets
Quantity
Cryptocurrency
Bitcoin
$ 9,141,203
99.14 %
135
Total Cryptocurrency (cost $ 9,706,036 )
$ 9,141,203
99.14 %
Cash Equivalents
Money market funds
First American Government Obligations Fund - Class X
3.58 %
50,674
0.55 %
50,674
Total Cash Equivalents (cost $ 50,674 )
$ 50,674
0.55 %
Total Investments (cost $ 9,756,710 )
$ 9,191,877
99.69 %
Other Assets in Excess of Liabilities
28,858
0.31 %
Total Net Assets
$ 9,220,735
100.00 %
The accompanying notes are an integral part of these financial
statements.
F- 2
HASHDEX COMMODITIES TRUST
(FORMERLY, TIDAL COMMODITIES
TRUST I)
COMBINED SCHEDULE OF INVESTMENTS
December 31, 2025
Description: Assets
Yield
Fair Value
Percentage of Net Assets
Quantity
Cryptocurrency
Bitcoin
$ 11,812,267
99.28 %
135
Total Cryptocurrency (cost $ 9,706,036 )
$ 11,812,267
99.28 %
Cash Equivalents
Money market funds
First American Government Obligations Fund - Class X
3.67 %
52,133
0.44 %
52
Total Cash Equivalents (cost $ 52,133 )
$ 52,133
0.44 %
Total Investments (cost $ 9,758,169 )
$ 11,864,400
99.72 %
Other Assets in Excess of Liabilities
33,377
0.28 %
Total Net Assets
$ 11,897,777
100 %
The accompanying notes are an integral
part of these financial statements.
F- 3
HASHDEX COMMODITIES TRUST
(FORMERLY, TIDAL COMMODITIES TRUST I)
COMBINED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended March 31, 2026 (Unaudited)
Three Months Ended March 31, 2025 (Unaudited)
INVESTMENT INCOME (LOSS)
Income:
Broker interest income
$ 9
$ 85
Interest income
466
98
Total Income
475
183
Expenses:
Management fees
6,453
20,385
Broker expenses
—
—
Total Expenses
6,453
20,385
Net Expenses
6,453
20,385
Net Investment Loss
( 5,978 )
( 20,202 )
REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS)
Net Realized gain (loss) on cryptocurrency futures contracts
—
—
Net Realized gain (loss) on investments
—
—
Net change in unrealized appreciation (depreciation) on investments
( 2,671,064 )
( 1,712,846 )
Net change in unrealized appreciation (depreciation) on cryptocurrency futures contracts
—
—
Net realized and change in unrealized gain (loss)
( 2,671,064 )
( 1,712,846 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$ ( 2,677,042 )
$ ( 1,733,048 )
The accompanying notes are an integral
part of these financial statements.
F- 4
HASHDEX COMMODITIES TRUST
(FORMERLY, TIDAL COMMODITIES TRUST
I)
COMBINED STATEMENTS OF CHANGES IN
NET ASSETS
(Unaudited)
Three Months Ended March 31, 2026 (Unaudited)
Three Months Ended March 31, 2025 (Unaudited)
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS
Net investment loss
$ ( 5,978 )
$ ( 20,202 )
Net realized gain (loss)
—
—
Net change in unrealized appreciation (depreciation)
( 2,671,064 )
( 1,712,846 )
Net increase (decrease) in net assets resulting from operations
( 2,677,042 )
( 1,733,048 )
CAPITAL SHARE TRANSACTIONS
Shares issued
—
—
Shares redeemed
—
—
Net increase (decrease) in net assets from capital share transactions
—
—
Total increase (decrease) in net assets
$ ( 2,677,042 )
$ ( 1,733,048 )
NET ASSETS
Beginning of Period
$ 11,897,777
$ 14,839,385
End of Period
$ 9,220,735
$ 13,106,337
The accompanying notes are an integral
part of these financial statements.
F- 5
HASHDEX COMMODITIES TRUST
(FORMERLY, TIDAL COMMODITIES TRUST
I)
STATEMENTS
OF CASH FLOWS
(UNAUDITED)
Effective for the three month ended March 31,
2026, the Trust has elected to discontinue the presentation of the Statement of Cash Flows. This change is in accordance with the guidance
under FASB ASC 230, which exempts certain investment companies from presenting a Statement of Cash flows when specific criteria are met.
The Trust noted that as of and for the three month ended March 31, 2026, these criteria were met where substantially all investments were
highly liquid in Level 1 or Level 2 of the fair value hierarchy as shown in Note 2, all investments are carried at fair value, the Trust
carried no debt, and the combined statements of changes in net assets is presented.
The table below concerns Statements of Cash Flows
for the three months ended March 31, 2025:
Three Months Ended March 31, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)
$ ( 1,733,048 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net change in unrealized appr. (depr.) on investments
—
Changes in operating assets and liabilities:
Investments
1,712,846
Due from broker
( 85 )
Interest receivable
80
Management fee payable to Sponsor
( 8,749 )
Net cash provided by (used in) operating activities
( 28,956 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of Shares
—
Redemption of Shares
—
Net cash provided by (used in) financing activities
—
Net change in cash and cash equivalents
( 28,956 )
Cash and cash equivalents, beginning of period
29,680
Cash and cash equivalents, end of period
$ 724
The accompanying notes are an integral
part of these financial statements.
F- 6
HASHDEX BITCOIN ETF
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2026 (Unaudited)
December 31, 2025
ASSETS
Investments (1)
$ 9,141,203
$ 11,812,267
Cash and cash equivalents (2)
50,674
52,133
Interest receivable
164
165
Equity in trading accounts:
Due from broker
30,712
35,778
Total equity in trading accounts
30,712
35,778
Total Assets
9,222,753
11,900,343
LIABILITIES
Management fee payable to Sponsor
2,018
2,566
Total Liabilities
2,018
2,566
NET ASSETS
$ 9,220,735
$ 11,897,777
Shares issued and outstanding
120,000
120,000
( no par value, Unlimited amount authorized)
Net asset value per share
$ 76.84
$ 99.15
Market value per share
$ 76.92
$ 98.92
(1) Cost basis
$ 9,706,036
$ 9,706,036
(2) Cost basis
$ 50,674
$ 52,133
(1) Cost basis $ 9,706,036 $ 9,706,036
(2) Cost basis $ 50,674 $ 52,133
The accompanying notes are an integral
part of these financial statements.
F- 7
HASHDEX BITCOIN ETF
SCHEDULE OF INVESTMENTS
March 31, 2026
(Unaudited)
Description: Assets
Yield
Fair Value
Percentage of Net Assets
Quantity
Cryptocurrency
Bitcoin
$ 9,141,203
99.14 %
135
Total Cryptocurrency (cost $ 9,706,036 )
$ 9,141,203
99.14 %
Cash Equivalents
Money market funds
First American Government Obligations Fund - Class X
3.58 %
50,674
0.55 %
50,674
Total Cash Equivalents (cost $ 50,674 )
$ 50,674
0.55 %
Total Investments (cost $ 9,756,710 )
$ 9,191,877
99.69 %
Other Assets in Excess of Liabilities
28,858
0.31 %
Total Net Assets
$ 9,220,735
100.00 %
The accompanying notes are an integral
part of these financial statements.
F- 8
HASHDEX BITCOIN ETF
SCHEDULE OF INVESTMENTS
December 31, 2025
Description: Assets
Yield
Fair Value
Percentage of Net Assets
Quantity
Cryptocurrency
Bitcoin
$ 11,812,267
99.28 %
135
Total Cryptocurrency (cost $ 9,706,036 )
$ 11,812,267
99.28 %
Cash Equivalents
Money market funds
First American Government Obligations Fund - Class X
3.67 %
52,133
0.44 %
52
Total Cash Equivalents (cost $ 52,133 )
$ 52,133
0.44 %
Total Investments (cost $ 9,758,169 )
$ 11,864,400
99.72 %
Other Assets in Excess of Liabilities
33,377
0.28 %
Total Net Assets
$ 11,897,777
100 %
The accompanying notes are an integral
part of these financial statements.
F- 9
HASHDEX BITCOIN ETF
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended March 31, 2026 (Unaudited)
Three Months Ended March 31, 2025 (Unaudited)
INVESTMENT INCOME (LOSS)
Income:
Broker interest income
$ 9
$ 85
Interest income
466
98
Total Income
475
183
Expenses:
Management fees
6,453
20,385
Broker expenses
—
—
Total Expenses
6,453
20,385
Net Expenses
6,453
20,385
Net Investment Loss
( 5,978 )
( 20,202 )
REALIZED AND CHANGE IN UNREALIZED GAIN (LOSS)
Net Realized gain (loss) on cryptocurrency futures contracts
—
—
Net Realized gain (loss) on investments
—
—
Net change in unrealized appreciation (depreciation) on investments
( 2,671,064 )
( 1,712,846 )
Net change in unrealized appreciation (depreciation) on cryptocurrency futures contracts
—
—
Net realized and change in unrealized gain (loss)
( 2,671,064 )
( 1,712,846 )
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
$ ( 2,677,042 )
$ ( 1,733,048 )
The accompanying notes are an integral
part of these financial statements.
F- 10
HASHDEX BITCOIN ETF
STATEMENTS OF CHANGES IN NET ASSETS
(Unaudited)
Three Months Ended March 31, 2026 (Unaudited)
Three Months Ended March 31, 2025 (Unaudited)
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS
Net investment loss
$ ( 5,978 )
$ ( 20,202 )
Net realized gain (loss)
—
—
Net change in unrealized appreciation (depreciation)
( 2,671,064 )
( 1,712,846 )
Net increase (decrease) in net assets resulting from operations
( 2,677,042 )
( 1,733,048 )
CAPITAL SHARE TRANSACTIONS
Shares issued
—
—
Shares redeemed
—
—
Net increase (decrease) in net assets from capital share transactions
—
—
Total increase (decrease) in net assets
$ ( 2,677,042 )
$ ( 1,733,048 )
NET ASSETS
Beginning of Period
$ 11,897,777
$ 14,839,385
End of Period
$ 9,220,735
$ 13,106,337
The accompanying notes are an integral
part of these financial statements.
F- 11
HASHDEX
BITCOIN ETF
STATEMENTS
OF CASH FLOWS
(UNAUDITED)
Effective for the three months ended March 31,
2026, the Trust has elected to discontinue the presentation of the Statement of Cash Flows. This change is in accordance with the guidance
under FASB ASC 230, which exempts certain investment companies from presenting a Statement of Cash flows when specific criteria are met.
The Trust noted that as of and for the three months ended March 31, 2026, these criteria were met where substantially all investments
were highly liquid in Level 1 or Level 2 of the fair value hierarchy as shown in Note 2, all investments are carried at fair value, the
Trust carried no debt, and the combined statements of changes in net assets is presented.
The table below concerns Statements of Cash Flows
for the three months ended March 31, 2025:
Three Months Ended March 31, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)
$ ( 1,733,048 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Net change in unrealized appr. (depr.) on investments
—
Changes in operating assets and liabilities:
Investments
1,712,846
Due from broker
( 85 )
Interest receivable
80
Management fee payable to Sponsor
( 8,749 )
Net cash provided by (used in) operating activities
( 28,956 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of Shares
—
Redemption of Shares
—
Net cash provided by (used in) financing activities
—
Net change in cash and cash equivalents
( 28,956 )
Cash and cash equivalents, beginning of period
29,680
Cash and cash equivalents, end of period
$ 724
The accompanying notes are an integral
part of these financial statements.
F- 12
HASHDEX COMMODITIES TRUST
NOTES TO FINANCIAL STATEMENTS
March 31, 2026 (Unaudited)
Note 1 - Organization and Significant Accounting Policies
These footnotes represent the footnotes to the
Financial Statements of Hashdex Bitcoin ETF (the “Fund”) and the Combined Financial Statements of Hashdex Commodities Trust
(f/k/a Tidal Commodities Trust I, prior to January 16, 2026) (the “Trust”). The Combined Financial Statements as of March
31, 2026 and December 31, 2025 represent the assets and liabilities and schedule of investments, and Combined Financial Statements for
the three months ended March 31, 2026 and the three months ended March 31, 2025 represent the statement of operations, changes in net
assets for the Fund.
The Fund is a series of the Trust, a Delaware
statutory trust organized on February 10, 2023. The Fund operates pursuant to the Second Amended and Restated Declaration of Trust and
Trust Agreement (the “Trust Agreement”), dated January 15, 2026. The Fund is currently the Trust’s only publicly offered
series. The Fund 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 NYSE Arca, Inc. (the “Exchange”). The Shares are
listed for trading on the Exchange under the ticker symbol “DEFI”.
The Trust is registered with the U.S. Securities
and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (together with the rules and regulations
adopted thereunder, as amended, the “1933 Act”), as an ETF. The Fund is managed and controlled by Hashdex Asset Management
Ltd. (“Hashdex” or the “Sponsor”), a Cayman Islands investment manager (and an Exempt Reporting Advisor under
SEC rules) that specializes in, among other things, the management, research, investment analysis and other investment support services
of funds and ETFs with investment strategies involving bitcoin and other crypto assets. Prior to January 16, 2026 the Fund’s sponsor
was Tidal Investments LLC (f/k/a Toroso Investments, LLC) (“Tidal”).
On January 2, 2024, the initial Form S-1 for the
Fund was declared effective by the SEC. The Fund is the successor and surviving entity from the merger (the “Merger”) of the
Hashdex Bitcoin Futures ETF (the “Predecessor Fund”) into the Fund. The Predecessor Fund was a series of the Teucrium Commodity
Trust (the “Predecessor Trust”) sponsored by Teucrium Trading, LLC. The Merger closed on January 3, 2024. In connection with
the Merger, the Predecessor Fund shareholders received one Share for each share of the Predecessor Fund they owned prior to the Merger.
On March 26, 2024, the Sponsor announced the renaming
of the Fund from the Hashdex Bitcoin Futures ETF to the Hashdex Bitcoin ETF. The renaming of the Fund corresponds to its completion of
the conversion of its investment strategy to allow the Fund to provide spot bitcoin holdings and its tracking of a new benchmark index
effective March 27, 2024. The Fund’s investment objective is for changes in the Shares’ net asset value (the “NAV”)
to reflect the daily changes of the price of the Nasdaq Bitcoin Reference Price - Settlement (“NQBTCS” or the “Benchmark”),
less expenses from the Fund’s operations. The Benchmark is designed to track the price performance of bitcoin. Because the Fund’s
investment objective is to track the price of the Benchmark, changes in the price of the Shares may vary from changes in the spot price
of bitcoin.
During the years ended December 31, 2025 and 2024,
the Fund invested in bitcoin, bitcoin futures contracts (the “Bitcoin Futures Contracts”) listed on the Chicago Mercantile
Exchange Inc. (the “CME”), and cash and cash equivalents. Under normal market conditions, the Fund had a policy to maximize
its holdings of physical bitcoin such that it was expected that at least 95 % of the Fund’s assets would be invested in spot bitcoin
and up to 5 % of the Fund’s assets would be invested in CME-traded Bitcoin Futures Contracts and in cash and cash equivalents.
Effective after the close of trading on
January 15, 2026, Tidal withdrew as the sponsor of the Trust and simultaneously appointed Hashdex Asset Management Ltd. as the
sponsor of the Trust (the “Sponsor Replacement”). Following the Sponsor Replacement, Tidal no longer has any involvement
in the operations, management or marketing of the Fund. In connection with the change of the Trust’s sponsor, certain changes
were made to the Fund’s principal investment strategies and techniques. Prior to the Sponsor Replacement, the Fund sought to
achieve its investment objective by primarily investing in bitcoin. The Fund used Bitcoin Futures Contracts for the primary purpose
of acquiring physical bitcoin through CME’s Exchange for Physical Transactions (“EFP”) and to offset cash and
receivables for better tracking the Benchmark. Upon the commencement of Hashdex Asset Management Ltd.’s service as the
Trust’s sponsor, the Fund no longer holds Bitcoin Futures Contracts. The Fund attempts to achieve its investment objective by
primarily investing in bitcoin. The Fund’s assets consist of bitcoin and cash. The Fund will not hold any assets other than
bitcoin and cash.
F- 13
The Fund currently offers one class of Shares
that has no front-end sales load, no deferred sales charge, and no redemption fee. The Fund may issue an Unlimited number of Shares of
beneficial interest, with a $ 0 .00 par value. All Shares of the Fund have equal rights and privileges.
Note 2 - Significant Accounting Policies
The Trust and Fund qualify as an investment company
solely for accounting purposes and not for any other purpose, and follow the accounting and reporting guidance under the Financial Accounting
Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services - Investment
Companies , but are not registered, and are not required to be registered, as an investment company under the Investment Company Act
of 1940, as amended.
Significant accounting policies of the Fund are
as follows:
The financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”).
Use of Estimates
The preparation of financial statements in conformity
with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure
of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.
Indemnifications
In the normal course of business, the Fund enters
into contracts that contain a variety of representations which provide general indemnifications. The Fund’s maximum exposure under
these arrangements cannot be known; however, the Fund expects any risk of loss to be remote.
Cash
Cash includes money market funds held. The money
market funds are valued at their net asset value.
Income Taxes
For U.S. federal income tax purposes, the
Fund will be classified as a publicly traded partnership. A publicly traded partnership is generally taxable as a corporation for
U.S. federal income tax purposes unless 90% or more of the publicly traded partnership’s gross income for each taxable year of
its existence consists of qualifying income as defined in section 7704(d) of the Internal Revenue Code of 1986, as amended (the
“Code”). Qualifying income is defined as generally including, in pertinent part, interest (other than from a financial
business), dividends, and gains from the sale or disposition of capital assets held for the production of interest or dividends. In
the case of a partnership of which a principal activity is the buying and selling of commodities, other than as inventory, or of
futures, forwards, and options with respect to commodities, qualifying income also includes income and gains from commodities and
from futures, forwards, options with respect to commodities and, provided the partnership is a trader or investor with respect to
such assets, swaps and other notional principal contracts with respect to commodities. There is very limited authority on the U.S.
federal income tax treatment of bitcoin and no direct authority on bitcoin derivatives, such as Bitcoin Futures Contracts. Based on
an opinion received by the Sponsor from their independent legal counsel and a Commodity Futures Trading Commission
(“CFTC”) determination that treats bitcoin as a commodity under the Commodity Exchange Act of 1936, as amended (the
“CEA”), the Fund intends to take the position that bitcoin and Bitcoin Futures Contracts consist of futures on
commodities for purposes of the qualifying income exception under section 7704 of the Code. Accordingly, the Fund expects that at
least 90% of the Fund’s gross income for each taxable year will consist of qualifying income and that the Fund will be taxed
as a partnership for U.S. federal income tax purposes. Therefore, the Fund does not record a provision for income taxes because the
shareholders report their share of the Fund’s income or loss on their income tax returns.
F- 14
The Fund is required to determine whether a tax
position is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related
appeals or litigation processes, based on the technical merits of the position. The Fund will file income tax returns in the U.S. federal
jurisdiction and may file income tax returns in various U.S. states and foreign jurisdictions.
The Fund may be subject to potential examination
by U.S. federal, U.S. state, or foreign jurisdictional authorities in the area of income taxes. These potential examinations may include,
among other things, questioning the tax classification of the Fund, the timing and amount of deductions, the nexus of income among various
tax jurisdictions, and compliance with U.S. federal, U.S. state and foreign tax laws.
Calculation of Net Asset Value
The Fund’s NAV per Share is calculated by:
● taking the current market value of its total assets, including spot bitcoin and cash, pursuant to policies
established from time to time by the Sponsor or otherwise described herein,
● subtracting any liabilities, and
● dividing the above total by the number of Shares outstanding.
U.S. Bancorp Fund Services, LLC, doing business
as U.S. Bank Global Fund Services (“Global Fund Services”) serves as the Fund’s administrator (the “Administrator”)
and calculates the NAV of the Fund once each trading day. It calculates the NAV as of the earlier of the close of regular trading on the
Exchange or 4:00 p.m. E.T. The NAV for a particular trading day is released after 4:15 p.m. E.T.
Valuation of Bitcoin
In determining the value of the Fund’s holdings,
the Fund will value the bitcoin held by the Fund at fair value. Fair value is the price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants on the measurement date. The Fund identifies and determines
the Fund’s principal market (or in the absence of a principal market, the most advantageous market) for bitcoin consistent with
the application of fair value measurement framework in FASB ASC 820-10 “Fair Value Measurement”. The principal market is the
market with the greatest volume and level of activity that can be accessed. The Sponsor’s valuation procedures provide for the designation
of the Sponsor to determine the valuation sources and policies to prepare the Trust’s financial statements in accordance with GAAP.
The Sponsor obtains relevant volume and level of activity information and based on initial analyses will select an exchange market as
the Trust’s principal market. The NAV and NAV per Share will be calculated using the fair value of the bitcoin held by the Fund
based on the price provided by this exchange market, as of 4:00 p.m. New York time on the measurement date for GAAP purposes. The Sponsor
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 Sponsor’s determination of the principal market.
Fair Value - Definition and Hierarchy
In accordance with GAAP, fair value is defined
as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly
transaction between market participants at the measurement date.
F- 15
In determining fair value, the Fund uses
various valuation approaches. In accordance with GAAP, a fair value hierarchy for inputs is used in measuring fair value that
maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be
used when available. Observable inputs are those that market participants would use in pricing the asset or liability based on
market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s assumptions about the inputs
market participants would use in pricing the asset or liability developed based on the best information available in the
circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows:
Level 1 ─
Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 financial instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these financial instruments does not entail a significant degree of judgment.
Level 2 ─
Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3 ─
Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of valuation techniques and observable
inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including the type of financial
instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to
the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the
determination of fair value requires more judgment. Those estimated values do not necessarily represent the amounts that may be ultimately
realized due to the occurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of valuation,
those estimated values may be materially higher or lower than the values that would have been used had a ready market for the financial
instruments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for financial instruments
categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.
In such cases, for disclosure purposes, the level in the fair value hierarchy, within which the fair value measurement in its entirety
falls, is determined based on the lowest level input that is significant to the fair value measurement.
March 31, 2026
(unaudited)
Schedule of fair values of investments disaggregated into three levels of fair value hierarchy
Level 1
Level 2
Level 3
Balance
as of
March 31, 2026
(unaudited)
Assets:
Cryptocurrency
$ 9,141,203
$ —
$ —
$ 9,141,203
Money market funds
50,674
—
—
50,674
Total
$ 9,191,877
$ —
$ —
$ 9,191,877
December 31,
2025
Level 1
Level 2
Level 3
Balance as of
December 31, 2025
Assets:
Cryptocurrency
$ 11,812,267
$ —
$ —
$ 11,812,267
Money market funds
52,133
—
—
52,133
Total
$ 11,864,400
$ —
$ —
$ 11,864,400
For the three months
ended March 31, 2026, the Fund did not have any significant transfers between any of the levels of the fair value hierarchy. As of December
31, 2025, the Fund’s bitcoin holdings were transferred from Level 2 to Level 1 within the fair value hierarchy. This change reflects the
use of a quoted price in an active market for identical assets (Level 1 input), as opposed to the FBSP methodology applied throughout
the year, which relied on observable inputs other than quoted prices in active markets for identical assets. On December 31, 2025, the
FBSP pricing file was not available, and the Administrator used a quoted market price from Bloomberg as an alternative source.
F- 16
The following represents
the changes in quantity and the fair value of bitcoin on March 31, 2026 (Unaudited) and December 31, 2025:
Schedule of investment in bitcoin
Bitcoin
Fair Value
Beginning balance as of January 1, 2026
134.87
$ 11,812,267
Bitcoin contributed
—
—
Bitcoin withdrawn
—
—
Net change in unrealized appreciation (depreciation) from investments in bitcoin
—
( 2,671,064 )
Net realized gain on investments in bitcoin
—
—
Ending balance as of March 31, 2026
134.87
$ 9,141,203
Bitcoin
Fair Value
Beginning balance as of January 1, 2025
157.85
$ 14,713,026
Bitcoin contributed
23.52
2,256,022
Bitcoin withdrawn
( 46.50 )
( 4,732,281 )
Net change in unrealized appreciation (depreciation) from investments in bitcoin
—
( 1,507,715 )
Net realized gain on investments in bitcoin
—
1,083,215
Ending balance as of December 31, 2025
134.87
$ 11,812,267
Organizational and Offering Costs
All organizational
and initial offering costs for the Trust and the Fund were borne directly by Tidal, in its role as the Trust’s former sponsor. The
Trust and the Fund do not have an obligation to reimburse Tidal for organization and offering costs paid on their behalf.
Revenue Recognition
Investment transactions are accounted for on a
trade-date basis. All such transactions are recorded on the identified cost basis and marked to market daily. Unrealized appreciation
or depreciation on investments are reflected in the statements of operations as the difference between the original amount and the fair
market value as of the last business day of the year or as of the last date of the financial statements. Changes in the appreciation or
depreciation between periods are reflected in the statements of operations.
Expenses
Expenses are recorded using the accrual method of accounting.
Net Income (Loss) per Share
Net income (loss) per Share is the difference
between the NAV per unit at the beginning of each period and at the end of each period. The weighted average number of units outstanding
was computed for purposes of disclosing net income (loss) per weighted average unit. The weighted average units are equal to the number
of units outstanding at the end of the period, adjusted proportionately for units created or redeemed based on the amount of time the
units were outstanding during such period.
Prior to the Sponsor Replacement, the Fund
used Bitcoin Futures Contracts for the primary purpose of acquiring physical bitcoin through CME’s EFP Transactions (“EFP”)
and to offset cash and receivables for better tracking the Benchmark. Following the Sponsor Replacement, the Fund acquires and disposes
of bitcoin without the use of Bitcoin Futures Contracts. The remaining items of this Note 2 – Significant Accounting Policies relate
to the Funds previous use of Bitcoin Futures Contracts.
F- 17
Derivative Investments
In the normal course of business, the
Fund utilized derivative contracts in connection with its proprietary trading activities. Investments in derivative contracts are subject
to additional risks that can result in a loss of all or part of an investment. The Fund’s derivative activities and exposure to
derivative contracts were classified by the following primary underlying risks: interest rate, credit, commodity price, and equity price
risks. In addition to its primary underlying risks, the Fund was also subject to additional counterparty risk due to the inability of
its counterparties to meet the terms of their contracts.
Futures Contracts
The Fund was subject
to cryptocurrency price risk in the normal course of pursuing its investment objectives. A futures contract represents a commitment for
the future purchase or sale of an asset at a specified price on a specified date.
The purchase and
sale of futures contracts requires margin deposits with a Futures Commission Merchant (the “FCM”). Subsequent payments (variation
margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded
as unrealized gains or losses by the Fund. Futures contracts may reduce the Fund’s exposure to counterparty risk since futures contracts
are exchange-traded; and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures
against default.
The CEA requires
an FCM to segregate all customer transactions and assets from the FCM’s proprietary activities. A customer’s cash and other
equity deposited with an FCM are considered commingled with all other customer funds subject to the FCM’s segregation requirements.
In the event of an FCM’s insolvency, recovery may be limited to the Fund’s pro rata share of segregated customer funds available.
It is possible that the recovery amount could be less than the total of cash and other equity deposited.
The following table
discloses information about offsetting assets and liabilities presented in the statements of assets and liabilities to enable users of
these financial statements to evaluate the effect or potential effect of netting arrangements for recognized assets and liabilities. These
recognized assets and liabilities are presented as defined in the FASB Accounting Standards Update (“ASU”) No. 2011-11, Balance
Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities , and subsequently clarified in FASB ASU 2013-01, Balance
Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities .
As of March 31, 2026 and December 31, 2025, there
were no derivative instruments included in the Combined Statements of Assets and Liabilities.
Volume of Monthly Derivative Activities
The average notional market value categorized
by primary underlying risk for Bitcoin Futures Contracts held was $ 0 and $ 0 for the three months ended March 31, 2026 and March 31, 2025,
respectively. On January 16, 2026, following the Sponsor Replacement, the Fund’s investment strategy was revised to eliminate investment
in Bitcoin Futures Contracts.
Brokerage Commissions
The Sponsor recognizes the expense for brokerage
commissions for futures contract trades on a per-trade basis. The three moth ended March 31, 2025 and the three month ended March 31,
2026 there were no amounts included on the statements of operations as total brokerage commissions.
Due from/to Broker
The amount recorded
by the Fund for the amount due from and to the clearing broker includes, but is not limited to, cash held by the broker, amounts payable
to the clearing broker related to open transactions, payables for cryptocurrency futures accounts liquidating to an equity balance on
the clearing broker’s records and amounts of brokerage commissions paid and recognized as unrealized losses.
F- 18
Margin is the minimum
amount of funds that must be deposited by a cryptocurrency interest trader with the trader’s broker to initiate and maintain an
open position in futures contracts. A margin deposit acts to assure the trader’s performance of the futures contracts purchased
or sold. Futures contracts are customarily bought and sold on an initial margin that represents a very small percentage of the aggregate
purchase or sales price of the contract. Because of such low margin requirements, price fluctuations occurring in the futures markets
may create profits and losses that, in relation to the amount invested, are greater than customary in other forms of investment or speculation.
As discussed below, adverse price changes in the futures contract may result in margin requirements that greatly exceed the initial margin.
In addition, the amount of margin required in connection with a particular futures contract is set from time to time by the exchange on
which the contract is traded and may be modified from time to time by the exchange during the term of the contract. Brokerage firms, such
as the Fund’s clearing brokers, carrying accounts for traders in commodity interest contracts generally require higher amounts of
margin as a matter of policy to further protect themselves. Over the counter trading generally involves the extension of credit between
counterparties, so the counterparties may agree to require the posting of collateral by one or both parties to address credit exposure.
When a trader purchases
an option, there is no margin requirement; however, the option premium must be paid in full. When a trader sells an option, on the other
hand, he or she is required to deposit margin in an amount determined by the margin requirements established for the underlying interest
and, in addition, an amount substantially equal to the current premium for the option. The margin requirements imposed on the selling
of options, although adjusted to reflect the probability that out-of-the-money options will not be exercised, can in fact be higher than
those imposed in dealing in the futures markets directly. Complicated margin requirements apply to spreads and conversions, which are
complex trading strategies in which a trader acquires a mixture of options positions and positions in the underlying interest.
Ongoing or “maintenance”
margin requirements are computed each day by a trader’s clearing broker. When the market value of a particular open futures contract
changes to a point where the margin on deposit does not satisfy maintenance margin requirements, a margin call is made by the broker.
If the margin call is not met within a reasonable time, the broker may close out the trader’s position. With respect to the Fund’s
trading, the Fund (and not its shareholders personally) is subject to margin calls. Finally, many major U.S. exchanges have passed certain
cross margining arrangements involving procedures pursuant to which the futures and options positions held in an account would, in the
case of some accounts, be aggregated and margin requirements would be assessed on a portfolio basis, measuring the total risk of the combined
positions.
Note 3 - Sponsor Fee Allocation of Expenses and Related Party Transactions
The Fund pays the Sponsor a management fee
(the “Management Fee”), monthly in arrears, in an amount equal to 0.25 % per annum of the daily NAV of the Fund. From
March 27, 2024 until February 10, 2025, the Management Fee was 0.90 % per annum of the daily NAV of the Fund. Prior to March 27,
2024, the Management Fee was 0.94 % per annum of the daily NAV of the Fund. The Management Fee is paid by the Fund to the Sponsor as
compensation for services performed under the Trust Agreement. In addition to the Management Fee, the Fund pays all of its
respective brokerage commissions, including financing fees, bitcoin network fees and similar transaction fees and expenses charged
in connection with trading activities. The Trust also pays all fees and commissions related to the sale and purchase of spot
bitcoin, including any bitcoin transaction fees for on-chain transfers of bitcoin. The Sponsor pays all other routine operational,
administrative and other ordinary expenses of the Fund, generally as determined by the Sponsor, including but not limited to, fees
and expenses of the Fund’s administrator, custodians, marketing agent, transfer agent, licensors, accounting and audit fees
and expenses, tax preparation expenses, legal fees, ongoing SEC registration fees, individual Schedule K-1 preparation and mailing
fees, and report preparation and mailing expenses. The Fund pays all of its non-recurring and unusual fees and expenses, if any, as
determined by the Sponsor. Non-recurring and unusual fees and expenses are unexpected or unusual in nature, such as legal claims and
liabilities and litigation costs or indemnification or other unanticipated expenses. Extraordinary fees and expenses also include
material expenses which are not currently anticipated obligations of the Fund. Routine operational, administrative and other
ordinary expenses are not deemed extraordinary expenses. In the event the Trust’s cash balance is insufficient to pay all fees and
expenses, including the Management Fee, the Trust may need to sell crypto assets from time to time to pay for its fees and expenses,
and up to $ 250,000 per annum in ordinary legal fees and expenses. The Sponsor may determine in its sole discretion to assume legal
fees and expenses of the Trust in excess of $ 250,000 per annum. The Sponsor may determine in its sole discretion to assume any
non-recurring and unusual fees and expenses of the Trust, if applicable. To the extent that the Sponsor does not voluntarily assume
such fees and expenses, they will be the responsibility of the Trust.
F- 19
Administrator
Effective January 16, 2026, the Fund employs Global
Fund Services as the Fund’s administrator. As the Administrator, Global Fund Services performs certain administrative and accounting
services and supports in preparing certain SEC and CFTC reports on behalf of the Fund. Prior to January 16, 2026, the Fund employed Tidal
ETF Services LLC as the Fund’s administrator. In turn, Tidal ETF Services LLC engaged Global Fund Services to act as sub-administrator.
Tidal ETF Services LLC is a wholly-owned subsidiary of Tidal. While serving as the Fund’s administrator, Tidal ETF Services LLC
also assisted the Fund and Tidal with certain functions and duties relating to marketing, which included the following: marketing and
sales strategy and marketing related services.
Cash Custodian, Registrar, Transfer Agent
U.S. Bank, N.A., in its capacity as the Fund’s
cash custodian (the “Cash Custodian”), holds the Fund’s securities, cash and/or cash equivalents pursuant to a custodial
agreement. Global Fund Services, an entity affiliated with U.S. Bank, N.A., is the registrar and transfer agent for the Fund’s Shares.
Bitcoin Custodian
The Fund’s bitcoin
investments are held by BitGo Trust Company, Inc. (the “Bitcoin Custodian”) on behalf of the Fund. The Bitcoin Custodian will
keep custody of all of the Fund’s bitcoin in a multi-layer, multi-party cold storage or similarly secure technology. The Bitcoin
Custodian is responsible for safekeeping passwords, keys or phrases that allow transfers of digital assets (the “Security Factors”)
to be safe, secure and confidential. 100 % of the private keys will be held in cold storage. The Bitcoin Custodian will establish the bitcoin
accounts on the bitcoin network solely for the Fund. The Bitcoin Custodian will follow valid instructions given by the Sponsor to use
the Fund’s Security Factors to effect transfers to and from the bitcoin accounts. The Fund’s bitcoin will be held in segregated
wallets and will not be commingled with the assets of other customers. The Bitcoin Custodian has insurance policies that cover, at least
partially, risks such as the loss of client assets held in cold storage, including from employee collusion or fraud, physical loss including
theft, damage of key material, security breach or hack, and fraudulent transfer.
Marketing Agent
Effective January 16, 2026,
the Fund employs Paralel Distributors LLC as the marketing agent for the Fund (the “Marketing Agent”). The Marketing Agent
Agreement among the Marketing Agent, the Sponsor, and the Trust calls for the Marketing Agent to work with the Cash Custodian in connection
with the receipt and processing of orders for the creation and redemption of baskets of 10,000 Shares (“Baskets”) and the
review and approval of all Fund sales literature and advertising material. The Marketing Agent’s principal business address is 1700
Broadway, Suite 1850, Denver CO 80290. The Marketing Agent is a broker-dealer registered with the SEC and a member of the Financial Industry
Regulatory Authority (“FINRA”). Prior to January 16, 2026, the Fund employed Foreside Fund Services, LLC, a wholly-owned subsidiary
of Foreside Financial Group, LLC (d/b/a ACA Group) as the marketing agent for the Fund (“Foreside”). Foreside’s principal
business address is Three Canal Plaza, Suite 100, Portland, Maine 04101. Foreside is a broker-dealer registered with the SEC and a member
of FINRA.
D ig ital Asset
Adviser
Prior to becoming the Fund’s
sponsor on January 16, 2026, Hashdex served as the Fund’s digital asset adviser. As the digital asset adviser, Hashdex was responsible
for providing Tidal and Tidal ETF Services LLC with research and analysis regarding bitcoin and bitcoin markets for use in the operation
and marketing of the Fund. Hashdex had no role in maintaining, calculating or publishing the Benchmark. Hashdex also had no responsibility
for the investment or management of the Fund’s portfolio or for the overall performance or operation of the Fund.
Note 4 - Transactions with Affiliates
The Trust has no directors, officers or employees and is managed by
the Sponsor.
F- 20
Note 5 - Financial Highlights
The following tables present per unit performance
data and other supplemental financial data for the three months ended March 31, 2026 and 2025. This information has been derived from
information presented in the financial statements.
For the three months ended
March 31, 2026
(unaudited)
For the three months ended
March 31, 2025
(unaudited)
Per share operation performance
Net asset value per share, beginning of period
$ 99.15
$ 106.00
Income (loss) from investment operations:
Investment income
0.00
0.00
Net realized and unrealized gain (loss) on investments and cryptocurrency futures contracts
( 22.26 )
( 12.23 )
Total expenses
( 0.05 )
( 0.15 )
Net increase (decrease) in net asset value
( 22.31 )
( 12.38 )
Net asset value at end of period
$ 76.84
$ 93.62
Total return
( 22.50 )%
( 11.68 )%
Ratios to average net assets (annualized):
Total expenses
0.25 %
0.56 %
Net expenses
0.25 %
0.56 %
Net investment loss
( 0.23 )%
( 0.55 )%
Note 6 - Segment Reporting
In accordance with the FASB ASU 2023-07,
Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), the Fund has evaluated
its business activities and determined that it operates as a single reportable segment.
Effective as of January 16, 2026, the
Fund’s investment activities are managed by the Chief Financial Officer of Sponsor, which serves as the Fund’s Chief Operating
Decision Maker (the “CODM”). Prior to January 16, 2026, the Fund’s investment activities were managed by Tidal, which
served as the Fund’s CODM. The CODM is responsible for assessing the Fund’s financial performance and allocating resources.
In making these assessments, the CODM evaluates the Fund’s financial results on an aggregated basis, rather than by separate segments.
As such, the Fund does not allocate operating expenses or assets to multiple segments, and accordingly, no additional segment disclosures
are required.
The Fund primarily generates income through
dividends, interest, and realized/unrealized gains on its investment portfolio. Expenses incurred, including management fees, fund operating
expenses, and transaction costs, are considered general fund-level expenses and are not allocated to specific segments or business lines.
Management of the Sponsor has determined
that the Fund does not meet the criteria for disaggregated segment reporting under ASU 2023-07 and the management of the Sponsor will
continue to evaluate its reporting requirements in accordance with applicable accounting standards.
Note 7 - Capital Share Transactions
The Trust creates and redeems Shares on a continuous
basis but only in Baskets of 10,000 Shares. Only Authorized Participants can place orders to receive Baskets in exchange for cash or in-kind
for crypto assets.
The Sponsor and the Trust engage in crypto
asset transactions for converting cash into crypto assets and crypto assets into cash (in association with redemption orders). The
Administrator calculates the cost to purchase (or sell in the case of a redemption order) the amount of the assets represented by
the Baskets being created (or redeemed). The amount of assets is equal to the combined NAV of the number of Shares included in the
Baskets being created (or redeemed) determined as of 4:00 p.m. E.T. on the day the order to create or redeem Baskets is properly
received.
F- 21
Capital share transactions in the Trust were as
follows:
For the
three
months ended
March 31, 2026
(Unaudited)
For the three months ended
March 31,
2025
(Unaudited)
Shares issued
—
—
Shares redeemed
—
—
Net increase
—
—
Note 8 - Subsequent Events
In preparing these financial
statements, management of the Sponsor has evaluated the financial statements for the three months ended March 31, 2026 for subsequent
events through the date of this filing and noted no material events requiring either recognition through the date of the filing or disclosure
herein for the Fund.
F- 22
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.