What changed in this filing

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Item 1. Financial Statements

2025-11-05 compared with 2025-08-01 · 102 added, 69 removed, 373 unchanged (31% of the section changed)

3 unchanged sentences

(Amounts in thousands, except Share and per Share amounts)

June 30, 2025

September 30, 2025

December 31, 2024

Investment in Ether, at fair value (cost $ 1,694,185 and $ 1,590,413 as of June 30, 2025 and December 31, 2024, respectively)

Investment in Ether, at fair value (cost $ 2,499,861 and $ 1,590,413 as of September 30, 2025 and December 31, 2024, respectively)

Sponsor’s Fee payable, related party

6 unchanged sentences

(Amounts in thousands, except quantity of Ether and percentages)

June 30, 2025

September 30, 2025

Investment in Ether

9 unchanged sentences

(Amounts in thousands)

Three Months Ended June 30, 2025 (1)

Six Months Ended June 30, 2025 (1)

Three Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024

Nine Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024

Investment income:

5 unchanged sentences

Net realized and unrealized gain (loss) from:

Net realized loss on investment in Ether sold to pay expenses

Net realized loss on investment in Ether sold for redemption of Shares

Net change in unrealized depreciation on investment in Ether

Net realized gain (loss) on investment in Ether sold to pay expenses

Net realized gain (loss) on investment in Ether sold for redemption of Shares

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

Net realized and unrealized gain (loss) on investment

Net increase (decrease) in net assets resulting from operations

(1) No comparative financial statements have been provided as the Trust’s operations commenced on July 23, 2024.

Prior to the commencement of operations on July 23, 2024, the Sponsor redeemed the initial seed capital of 10,000 shares for $ 100,000 .

See accompanying notes to the unaudited financial statements.

2 unchanged sentences

(Amounts in thousands, except change in Shares outstanding)

Three Months Ended June 30, 2025

For the Period from May 31, 2024 (Date of Seeding) to June 30, 2024

Six Months Ended June 30, 2025

For the Period from May 31, 2024 (Date of Seeding) to June 30, 2024

Three Months Ended September 30,

Nine Months Ended

September 30,

For the Period from May 31, 2024 (Date of Seeding) to September 30,

Increase (decrease) in net assets from operations:

Net investment loss

Net realized loss on investment in Ether sold to pay expenses

Net realized loss on investment in Ether sold for redemption of Shares

Net change in unrealized depreciation on investment in Ether

Net realized gain (loss) on investment in Ether sold to pay expenses

Net realized gain (loss) on investment in Ether sold for redemption of Shares

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

Net increase (decrease) in net assets resulting from operations

1 unchanged sentence

Shares issued

Shares issued from Initial Distribution (1)

Shares redeemed

Net increase in net assets resulting from capital share transactions

Total increase (decrease) in net assets from operations and capital share transactions

Total increase in net assets from operations and capital share transactions

Beginning of period

3 unchanged sentences

Shares issued

Shares issued from Initial Distribution (1)

Shares redeemed

1 unchanged sentence

Shares outstanding at end of period

(1) Represents the impact of the Initial Distribution of 292,262.98913350 Ether, with a value of approximately $ 1,010.9 million from Grayscale Ethereum Trust ETF, completed on July 23, 2024, as discussed in Note 4.

(2) Share amounts have been retroactively adjusted to reflect the 1-for-10 Reverse Share Split of the Trust’s issued and outstanding Shares completed on November 19, 2024.

See accompanying notes to the unaudited financial statements.

2 unchanged sentences

(Amounts in thousands)

Six Months Ended June 30, 2025

For the Period from May 31, 2024 (Date of Seeding) to June 30, 2024

Cash provided by operating activities

Net decrease in net assets resulting from operations

Adjustments to reconcile net decrease in net assets resulting from operations to net cash provided by operating activities:

Nine Months Ended September 30, 2025

For the Period from May 31, 2024 (Date of Seeding) to September 30, 2024

Cash used in operating activities

Net increase (decrease) in net assets resulting from operations

Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:

Purchases of Ether (1)

1 unchanged sentence

Proceeds from Ether sold to pay expenses

Net realized loss

Net change in unrealized depreciation on investment in Ether

Net realized (gain) loss

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

Change in operating assets and liabilities:

Sponsor’s Fee payable

Net cash provided by operating activities

Cash used in financing activities:

Net cash used in operating activities

Cash provided by financing activities:

Proceeds from issuance of capital shares (1)(2)

Payments for capital shares redeemed (1)(2)

Net cash used in financing activities

Net cash provided by financing activities

Net increase in cash

3 unchanged sentences

Transfer of Ether to pay for Sponsor’s Fee

Supplemental disclosure of noncash financing activities

Transfer of Ether from Initial Distribution (3)

(1) The proceeds collected by an Authorized Participant from the sale of Shares and the payments for Shares redeemed by an Authorized Participant do not correlate with the amounts in the Statement of Operations and the Statement of Changes in Net Assets for the period due to creations and redemptions occurring at the Index Price as defined in the Trust Agreement.

(2) Includes $ 100,000 seed investment from Grayscale Investments, LLC (“GSI”), as discussed in Note 1.

(3) Represents the impact of the Initial Distribution of 292,262.98913350 Ether, with a value of approximately $ 1,010.9 million from Grayscale Ethereum Trust ETF, completed on July 23, 2024, as discussed in Note 4.

See accompanying notes to the unaudited financial statements.

16 unchanged sentences

The Trust’s investment objective is for the value of the Shares (based on Ether per Share) to reflect the value of the Ether held by the Trust, less the Trust’s expenses and other liabilities.

GSI, the sponsor of the Trust before January 1, 2025, Grayscale Operating, LLC (“GSO”), the co-sponsor of the Trust from January 1, 2025 to May 3, 2025, and Grayscale Investments Sponsors, LLC (“GSIS”), the co-sponsor of the Trust from January 1, 2025 to May 3, 2025 and the sole remaining sponsor thereafter (each of GSI, GSO and GSIS, the “Sponsor”, as the context may require, and GSO and GSIS, together, the “Co-Sponsors”), are each an indirect wholly owned subsidiary of Digital Currency Group, Inc.

GSI was the sponsor of the Trust before January 1, 2025, Grayscale Operating, LLC (“GSO”) was the co-sponsor of the Trust from January 1, 2025 to May 3, 2025, and Grayscale Investments Sponsors, LLC (“GSIS”, or the “Sponsor”) was the co-sponsor of the Trust from January 1, 2025 to May 3, 2025 and is the sole remaining sponsor thereafter.

GSI was, and each of GSO and GSIS are, a consolidated subsidiary of Digital Currency Group, Inc.

The Sponsor is responsible for the day-to-day administration of the Trust pursuant to the provisions of the Trust Agreement.

6 unchanged sentences

In addition, the following affiliated investment products are also SEC reporting companies with their shares registered pursuant to Section 12(b) of the Exchange Act:

Grayscale Bitcoin Trust ETF, Grayscale Ethereum Trust ETF, and Grayscale Bitcoin Mini Trust ETF.

Grayscale Bitcoin Trust ETF, Grayscale Ethereum Trust ETF, Grayscale Bitcoin Mini Trust ETF, Grayscale CoinDesk Crypto 5 ETF and, as of October 29, 2025, Grayscale Solana Trust ETF.

Authorized Participants of the Trust are the only entities who may place orders to create or redeem Baskets.

10 unchanged sentences

The Custodian is responsible for safeguarding the Ether held by the Trust, and holding the private key(s) that provide access to the Trust’s digital wallets and vaults.

Additionally, on August 8, 2025, the Sponsor and Anchorage Digital Bank N.A.

(“Anchorage Digital”), a national trust bank chartered by the Office of the Comptroller of the Currency, entered into a custodial services agreement (the “Master Custody Service Agreement”).

On September 25, 2025, the Sponsor and Anchorage Digital entered into a certain Second Amendment to Master Custody Service Agreement (the “Second Amendment”), which provides that the Trust is added as a party to a certain Master Custody Service Agreement, dated as of August 8, 2025 (and together with the Second Amendment, the “Anchorage Digital Custodian Agreement”).

Pursuant to the Anchorage Digital Custodian Agreement, Anchorage Digital will provide services related to custody and safekeeping of the Trust’s Ether holdings.

The transfer agent for the Trust (the “Transfer Agent”) is The Bank of New York Mellon.

15 unchanged sentences

Shares of the Trust began trading on NYSE Arca on July 23, 2024, following the effectiveness of the Trust’s registration statement on Form S-1, as amended (File No.

On September 17, 2025, the SEC approved a proposed rule change for new Rule 8.201-E (Generic) pursuant to Rule 19b-4 under the Exchange Act to amend NYSE Arca’s listing rules to permit the listing and trading of shares of certain commodity-based exchange-traded products that satisfy certain generic requirements (the “Generic Listing Standards”).

On September 29, 2025, the Sponsor’s application to list and trade the Trust’s Shares on NYSE Arca under the Generic Listing Standards was approved.

The Trust’s trading symbol on NYSE Arca is “ETH” and the CUSIP number for its Shares is 38964R203.

11 unchanged sentences

Summary of Significant Accounting Policies

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 as of June 30, 2025 and December 31, 2024 and results of operations for the three and six months ended June 30, 2025 have been made.

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 as of September 30, 2025 and December 31, 2024 and results of operations for the three and nine months ended September 30, 2025 and the period from July 23, 2024 (the commencement of the Trust’s operations) to September 30, 2024 have been made.

The results of operations for the periods presented are not necessarily indicative of the results of operations expected for the full year.

55 unchanged sentences

(Amounts in thousands)

June 30, 2025

September 30, 2025

Investment in Ether

Fair Value Measurement Using

(Amounts in thousands)

December 31, 2024

7 unchanged sentences

Ether is held by the Custodian on behalf of the Trust and is carried at fair value.

As of June 30, 2025 and December 31, 2024 , the Trust held 528,670.39510393 and 470,875.75775088 Ether, respectively.

The Trust determined the fair value per Ether to be $ 2,516.23 and $ 3,340.40 on June 30, 2025 and December 31, 2024 , respectively, using the price provided at 4:00 p.m., New York time, by the Digital Asset Trading Platform Market considered to be the Trust’s principal market (Crypto.com).

As of September 30, 2025 and December 31, 2024 , the Trust held 721,349.34169850 and 470,875.75775088 Ether, respectively.

The Trust determined the fair value per Ether to be $ 4,161.61 and $ 3,340.40 on September 30, 2025 and December 31, 2024 , respectively, using the price provided at 4:00 p.m., New York time, by the Digital Asset Trading Platform Market considered to be the Trust’s principal market (Crypto.com).

The following represents the changes in quantity of Ether and the respective fair value:

19 unchanged sentences

( 564.47763452

Net change in unrealized depreciation on investment in Ether

Net change in unrealized appreciation on investment in Ether

Net realized loss on investment in Ether sold to pay expenses

Net realized loss on investment in Ether sold for redemption of Shares

Balance at June 30, 2025

Net realized gain on investment in Ether sold for redemption of Shares

Balance at September 30, 2025

721,349.34169850

4 unchanged sentences

Creations and Redemptions of Shares

At June 30, 2025 and December 31, 2024, there were an unlimited number of Shares authorized by the Trust.

At September 30, 2025 and December 31, 2024, there were an unlimited number of Shares authorized by the Trust.

The Trust creates and redeems Shares from time to time, but only in one or more Baskets.

2 unchanged sentences

dollar value of accrued but unpaid fees and expenses of the Trust, by (y) the number of Shares outstanding at such time and multiplying the quotient obtained by 10,000.

Each Share represented approximately 0.0094 of one Ether at both June 30, 2025 and December 31, 2024.

Each Share represented approximately 0.0094 of one Ether at both September 30, 2025 and December 31, 2024.

The cost basis of investments in Ether recorded by the Trust is the fair value of Ether, as determined by the Trust, at 4:00 p.m., New York time, on the date of transfer to the Trust by the Authorized Participant, or Liquidity Provider, based on the Creation Baskets.

4 unchanged sentences

On July 17, 2024, the SEC approved NYSE Arca’s 19b-4 application to list the Shares of the Trust on NYSE Arca as an exchange-traded product and on July 22, 2024, the Sponsor authorized the commencement of a redemption program once the registration statement on Form S-1, as amended, was declared effective.

Three Months Ended

June 30, 2025

Six Months Ended

June 30, 2025

Three Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024

Nine Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024

Activity in Number of Shares Issued and Redeemed:

Shares issued

Shares issued from Initial Distribution (2)

Shares redeemed

1 unchanged sentence

(Amounts in thousands)

Three Months Ended

June 30, 2025

Six Months Ended

June 30, 2025

Three Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024

Nine Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024

Activity in Value of Shares Issued and Redeemed:

Shares issued

Shares issued from Initial Distribution (2)

Shares redeemed

Net Change in Value of Shares Issued and Redeemed

(1) Share amounts have been retroactively adjusted to reflect the 1-for-10 Reverse Share Split of the Trust’s issued and outstanding Shares completed on November 19, 2024.

(2) Represents the impact of the Initial Distribution of 292,262.98913350 Ether, with a value of approximately $ 1,010.9 million from Grayscale Ethereum Trust ETF, completed on July 23, 2024, as discussed in Note 4.

Ether receivable represents the value of Ether covered by contractually binding orders for the creation of Shares where the Ether has not yet been transferred to the Trust’s account.

Generally, ownership of the Ether is transferred within no more than two business days of the trade date.

As of June 30,

As of September 30,

(Amounts in thousands)

2 unchanged sentences

Generally, ownership of the Ether is transferred within no more than two business days of the trade date.

As of June 30,

As of September 30,

(Amounts in thousands)

18 unchanged sentences

GAAP, the Trust has defined the threshold for recognizing the benefits of tax positions in the financial statements as “more-likely-than-not” to be sustained by the applicable taxing authority and requires measurement of a tax position meeting the “more-likely-than-not” threshold, based on the largest benefit that is more than 50% likely to be realized.

Tax positions not deemed to meet the “more-likely-than-not” threshold are recorded as a tax benefit or expense in the current period.

As of, and during the periods ended June 30, 2025 and December 31, 2024, the Trust did no t have a liability for any unrecognized tax amounts.

Tax positions deemed to meet the “more-likely-than-not” threshold are recorded as a tax benefit in the current period.

As of, and during the periods ended September 30, 2025 and December 31, 2024, the Trust did no t have a liability for any unrecognized tax amounts.

However, the Sponsor’s conclusions concerning its determination of “more-likely-than-not” tax positions may be subject to review and adjustment at a later date based on factors including, but not limited to, further implementation guidance, and ongoing analyses of and changes to tax laws, regulations and interpretations thereof.

The Sponsor of the Trust has evaluated whether or not there are uncertain tax positions that require financial statement recognition and has determined that no reserves for uncertain tax positions related to federal, state and local income taxes existed as of June 30, 2025 or December 31, 2024 .

Related Parties

The Trust considered the following entities, their directors, and certain employees to be related parties of the Trust as of June 30, 2025 :

The Trust considered the following entities, their directors, and certain employees to be related parties of the Trust as of September 30, 2025 :

DCG, GSO, GSIS, and Grayscale Securities, LLC.

As of June 30, 2025 and December 31, 2024 , 2,305 and 2,505 Shares of the Trust were held by related parties of the Trust, respectively.

As of September 30, 2025 and December 31, 2024 , 1,955 and 2,505 Shares of the Trust were held by related parties of the Trust, respectively.

In accordance with the Trust Agreement governing the Trust, the Trust pays a fee to the Sponsor, calculated as 0.15 % of the aggregate value of the Trust’s assets, less its liabilities (which include any accrued but unpaid expenses up to, but excluding, the date of calculation), as calculated and published by the Sponsor or its delegates in the manner set forth in the Trust Agreement (the “Sponsor’s Fee”).

6 unchanged sentences

dollar value of Ether is determined by reference to the Digital Asset Trading Platform Market that the Trust considers its principal market as of 4:00 p.m., New York time, on each valuation date.

The Trust held no Incidental Rights or IR Virtual Currency as of June 30, 2025 and December 31, 2024 .

No Incidental Rights or IR Virtual Currencies have been distributed in payment of the Sponsor’s Fee during the three and six months ended June 30, 2025.

The Trust held no Incidental Rights or IR Virtual Currency as of September 30, 2025 and December 31, 2024 .

No Incidental Rights or IR Virtual Currencies have

been distributed in payment of the Sponsor’s Fee during the three and nine months ended September 30, 2025, or the period from July 23, 2024 (the commencement of the Trust’s operations) to September 30, 2024.

As partial consideration for receipt of the Sponsor’s Fee, the Sponsor is obligated under the Trust Agreement to assume and pay all fees and other expenses incurred by the Trust in the ordinary course of its affairs, excluding taxes, but including marketing fees;

15 unchanged sentences

Following the expiration date of the six-month waiver period on January 23, 2025 (the “Sponsor’s Fee Waiver Expiration Date”), the Sponsor’s Fee is 0.15 %.

For the three months ended June 30, 2025, the Trust incurred Sponsor’s Fees of $ 404,742 .

For the period from the Sponsor Fee Waiver Expiration Date through June 30, 2025 , the Trust incurred Sponsor’s Fees of $ 727,181 .

As of June 30, 2025, there were no accrued and unpaid Sponsor’s Fees.

For the three months ended September 30, 2025, the Trust incurred Sponsor’s Fees of $ 993,290 .

For the period from the Sponsor Fee Waiver Expiration Date through September 30, 2025, the Trust incurred Sponsor’s Fees of $ 1,720,471 .

As of September 30, 2025 and December 31, 2024, there were no accrued and unpaid Sponsor’s Fees.

In addition, the Sponsor may pay Additional Trust Expenses on behalf of the Trust, which are reimbursable by the Trust to the Sponsor.

For the three and six months ended June 30, 2025, the Sponsor did not pay any Additional Trust Expenses on behalf of the Trust.

For the three and nine months ended September 30, 2025 and the period from July 23, 2024 (the commencement of the Trust’s operations) to September 30, 2024, the Sponsor did not pay any Additional Trust Expenses on behalf of the Trust.

On May 31, 2024, the Sponsor purchased 10,000 Shares for $ 100,000 ($ 10.00 per share).

15 unchanged sentences

There is a risk that some or all of the Trust’s Ether could be lost or stolen.

There can be no assurance that the Custodian will maintain adequate insurance

or that such coverage will cover losses with respect to the Trust’s Ether.

There can be no assurance that the Custodian will maintain adequate insurance or that such coverage will cover losses with respect to the Trust’s Ether.

Further, transactions in Ether are irrevocable.

28 unchanged sentences

Financial Highlights Per Share Performance

Three Months Ended June 30, 2025 (1)

Six Months Ended June 30, 2025 (1)

Three Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024 (1)

Nine Months Ended September 30, 2025

For the Period from July 23, 2024 (the Commencement of the Trust’s Operations) to September 30, 2024 (1)

Per Share Data:

7 unchanged sentences

Net investment loss

(1) No comparative financial statements have been provided as the Trust’s operations commenced on July 23, 2024.

Prior to the commencement of operations on July 23, 2024, the Sponsor redeemed the initial seed capital of 10,000 shares for $ 100,000 .

Gross expenses

(1) Per Share amounts have been retroactively adjusted to reflect the 1-for-10 Reverse Share Split of the Trust’s issued and outstanding Shares completed on November 19, 2024.

Ratios of net investment loss and expenses to average net assets have been annualized.

8 unchanged sentences

Subsequent Events

As of the close of business on July 28, 2025 , the fair value of Ether determined in accordance with the Trust’s accounting policy was $ 3,798.40 per Ether.

On October 6, 2025, the Trust began staking its Ether pursuant to staking arrangements with the Custodian and certain third party

staking providers, as described in the Trust’s Current Report on Form 8-K filed October 6, 2025.

On October 22, 2025 , GSO Intermediate Holdings Corporation (“GSOIH”), a Delaware corporation which was the sole managing member of GSO, a Delaware limited liability company which is the sole member of the Sponsor, consummated an internal corporate reorganization (the “Management Reorganization”).

Pursuant to the Management Reorganization, GSOIH transferred a portion of its common membership units of GSO for Class A shares of Grayscale Investments, Inc.

(“Grayscale Investments”), a Delaware corporation incorporated in connection with the Management Reorganization, and ceded its managing member rights in GSO to Grayscale Investments.

As a result of the Management Reorganization, Grayscale Investments is now the sole managing member of GSO, the sole member of the Sponsor.

Also in connection with the Management Reorganization, on October 22, 2025, DCG Grayscale Holdco, LLC (“DCG Holdco”), the sole stockholder of Grayscale Investments, elected a board of directors (the “Board”) at Grayscale Investments.

Prior to the Management Reorganization, GSOIH’s board of directors was responsible for managing and directing the affairs of the Sponsor.

As a result of the Management Reorganization, the Board of Grayscale Investments is responsible for managing and directing the affairs of the Sponsor, and consists of Barry Silbert, Mark Shifke, Simon Koster, Peter Mintzberg and Edward McGee, the same members as the board of directors of GSOIH prior to the Management Reorganization.

Mintzberg and Mr.

McGee also retain the authority granted to them as officers of the Sponsor under the limited liability company agreement of the Sponsor.

Silbert is the Chairperson of the Board of Grayscale Investments.

DCG Holdco, Grayscale Investments, GSOIH, GSO and the Sponsor are all consolidated subsidiaries of Digital Currency Group, Inc.

The Sponsor does not expect the Management Reorganization to have any material impact on the operations of the Trust.

As of the close of business on October 31, 2025 , the fair value of Ether determined in accordance with the Trust’s accounting policy was $ 3,884.40 per Ether.

There are no known events that have occurred that require disclosure other than that which has already been disclosed in these notes to the financial statements .

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