Fidelity Solana Fund 10-Q

Item 1. Financial Statements. Fidelity Solana Fund Statement of As sets and Liabilities (unaudited) September 30, 2025 Assets Investment in solana, at fair value (cost $ 5,000,000 ) $ 4,838,061 Total Assets $ 4,838,061 Liabilities $ — Commitments and Contingencies (Note 6) Net Assets Shares, no par value ( unlimited shares authorized) 200,000 shares issued and outstanding as of September 30, 2025 — Paid-in-capital 5,000,000 Total distributable earnings (loss) ( 161,939 ) Total Net Assets $ 4,838,061 Net Asset Value per share ( 200,000 shares issued and outstanding as of September 30, 2025) $ 24.19 The accompanying notes are an integral part of these financial statements 2 Fidelity Solana Fund Statement of Operations (unaudited) For the period September 10, 2025 (seeding date) through September 30, 2025 Investment Income: Investment Income $ — Expenses: Expenses — Net Investment Income (Loss) $ — Net Realized and Change in Unrealized Gain (Loss) from: Net realized gain (loss) on investment in solana — Net change in unrealized appreciation (depreciation) on investment in solana ( 161,939 ) Net Realized and Change in Unrealized Gain (Loss) on Investment in Solana $ ( 161,939 ) Net Increase (Decrease) in Net Assets Resulting from Operations $ ( 161,939 ) The accompanying notes are an integral part of these financial statements 3 Fidelity Solana Fund Statement of Chan ges in Net Assets (unaudited) For the period September 10, 2025 (seeding date) through September 30, 2025 Net Increase (Decrease) in Net Assets Resulting from Operations: Net investment income (loss) $ — Net realized gain (loss) on investment in solana — Net change in unrealized appreciation (depreciation) on investment in solana ( 161,939 ) Net Increase (Decrease) in Net Assets Resulting from Operations $ ( 161,939 ) Capital Share Transactions: Shares issued 5,000,025 Shares redeemed ( 25 ) Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions $ 5,000,000 Total Increase (Decrease) in Net Assets $ 4,838,061 Net Assets, beginning of period — Net Assets, End of Period $ 4,838,061 Changes in Shares Outstanding: Shares outstanding, beginning of period — Shares issued 200,001 Shares redeemed ( 1 ) Net Increase (Decrease) in Shares 200,000 Shares Outstanding, End of Period 200,000 The accompanying notes are an integral part of these financial statements 4 Fidelity Solana Fund Statement of Cash Flows (unaudited) For the period September 10, 2025 (seeding date) through September 30, 2025 Cash Flows from Operating Activities: Net increase (decrease) in net assets resulting from operations $ ( 161,939 ) Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: Payments for purchases of solana ( 5,000,000 ) Net change in unrealized (appreciation) depreciation on investment in solana 161,939 Net Cash Provided by (Used in) Operating Activities $ ( 5,000,000 ) Cash Flows from Financing Activities: Proceeds from issuance of capital shares 5,000,025 Cash paid for redemption of capital shares ( 25 ) Net Cash Provided by (Used in) Financing Activities $ 5,000,000 Cash Net increase (decrease) in cash $ — Cash, beginning of the period $ — Cash, End of the Period $ — The accompanying notes are an integral part of these financial statements 5 Fidelity Solana Fund Schedule of Investment September 30, 2025 (unaudited) Investments (a) Quantity of Solana Cost Fair Value Percentage of Net Assets Investment in solana Global Solana 23,402 $ 5,000,000 $ 4,838,061 Total Investment in solana $ 5,000,000 $ 4,838,061 100.00 % Total Net Assets $ 4,838,061 100.00 % (a) Non-income producing investment The accompanying notes are an integral part of these financial statements 6 Fidelity Solana Fund Notes to the Financ ial Statements Note 1: Organization Fidelity Solana Fund (the “Trust”) is a Delaware Statutory Trust that was formed on March 20, 2025 , pursuant to the Delaware Statutory Trust Act. The Trust’s investment objective is to seek to track the performance of solana ("SOL"), as measured by the performance of the Fidelity Solana Reference Rate (the “Index”), adjusted for the Trust’s expenses and other liabilities, plus an amount based on the staking rewards associated with SOL. The Trust is sponsored by FD Funds Management LLC (the “Sponsor”), a wholly-owned subsidiary of FMR LLC. CSC Delaware Trust Company is the trustee of the Trust (the “Trustee”). The Trust will operate pursuant to a Trust Agreement, as amended or restated from time to time (the “Trust Agreement”) . Prior to September 24, 2025 , the Trust had no operations other than matters relating to the sale and issuance of one share of the Trust to FMR Capital, Inc. (the "Seed Capital Investor"), an affiliate of the Sponsor, for an aggregate purchase price of $ 25 on September 10, 2025. On September 24, 2025, the seed share was redeemed for cash and the Seed Capital Investor purchased 200,000 Shares at a per-Share price of $ 25 (the “Seed Baskets”). On September 24, 2025, the Trust purchased 23,402 SOL with the proceeds of the Seed Baskets . Note 2: Significant Accounting Policies The following is a summary of the significant accounting and reporting policies used in preparing the financial statements. Basis of Presentation The financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and are stated in US dollars. The Trust qualifies as an investment company for accounting purposes pursuant to the accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC 946”). The Trust uses fair value as its method of accounting for its investment in SOL in accordance with its classification as an investment company for accounting purposes. The Trust is not a registered investment company under the Investment Company Act of 1940. The Trust operates as a single operating segment. The Trusts’ profit or loss, assets, and performance are regularly monitored and assessed as a whole by the Sponsor of the Trust, using the information presented in the financial statements. In the opinion of the Trust, the accompanying unaudited financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of financial statements for the period presented. Use of Estimates The preparation of the financial statements in accordance with 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. Actual amounts may ultimately differ from those estimates and the differences could be material. SOL Assets SOL is a Solana-based token, which is a type of digital asset based on an open-source cryptographic protocol existing on a Solana network. The Solana network supports SOL and other Solana-based tokens. Digital assets are defined broadly as digital records that are made using cryptography for verification and security purposes, on a distributed ledger and may be characterized by their ability to be used as a medium of exchange, a representation to provide or access goods or services, or as a financing vehicle, such as a security. The Trust identifies SOL as an “other investment” in accordance with ASC 946 . Investment Valuation Due to the Trust’s classification as an investment company, investments in SOL are recorded on the financial statements at their estimated fair value in accordance with ASC Topic 820 Fair Value Measurement (“ASC 820”). ASC 820 requires the determination of the Trust’s principal market or, in the absence of a principal market, the most advantageous market (principal market) and the assumption that SOL is sold in their principal market. The Trust determines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants using the principal market on the measurement date and, therefore, the principal market used must be accessible to the Trust on that date. The Trust determines its principal market price for GAAP reporting and utilizes an exchange-traded price from that principal market as of 11:59:59 p.m., EST, on the financial statement measurement date. 7 GAAP establishes the following fair value hierarchy that prioritizes inputs to valuation techniques used to measure fair value. The inputs are categorized in one of the following levels: Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Trust is able to access at the measurement date. Level 2 – Inputs, other than quoted prices included in Level 1, that are observable either directly or indirectly. These inputs may include (a) quoted prices for similar assets or liabilities in active markets, (b) quoted prices for identical or similar assets or liabilities in markets that are not active, (c) inputs other than quoted prices that are observable for the asset or liability, or (d) inputs derived principally from or corroborated by observable market data by correlation or other means. Level 3 – Inputs that are unobservable (including the Trust’s own data and assumptions based on the best information available) and significant to the entire fair value measurement. To the extent that investments are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Investments traded on inactive markets or valued by reference to similar instruments are generally categorized in Level 2 of the fair value hierarchy. The availability of valuation techniques and observable inputs can vary across investments and is affected by various factors, including the nature of the investment, whether the investment is new or unestablished in the marketplace, market liquidity and other investment specific characteristics. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, determining fair value requires more judgment. Because of the uncertainty inherent in valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Therefore, the degree of judgment exercised by management in determining fair value is greatest for investments categorized in Level 3. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Investment Transactions and Related Investment Income The Trust records investment transactions in SOL on a trade date basis. For financial reporting purposes, the Trust’s investment holdings and Paid-In-Capital include trades executed through the end of the last business day of the period. The Trust’s purchases are recorded at cost, including transaction fees, and are subsequently fair valued in accordance with the Trust’s fair valuation policy. Changes in fair value are reflected as the net change in unrealized appreciation (depreciation) on investment in solana. Cash Cash consists of a demand deposit held with a financial institution. At times, deposits may be in excess of federally insured limits. The Trust has not experienced any losses and does not believe it is exposed to any significant credit risk on such deposits. Income Taxes The Trust intends to be classified as a “grantor trust” for US federal income tax purposes. As a result, the Trust itself should not be subject to US federal income tax. Instead, the Trust’s income and expenses should “flow through” to the owners of beneficial interests of Shares (the “Shareholders”), and the Trustee will report to Shareholders and the Internal Revenue Service on that basis. The Sponsor evaluates tax positions taken or expected to be taken in the course of its tax treatment, and its tax reporting to its shareholders, of these positions to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet that threshold would be recorded as an expense in the current year. The Trust is required to analyze all open tax years. Open tax years are those years that are open for examination by the relevant income taxing authority. There were no examinations in progress at period end. 8 Expenses Expenses are recorded as accrued. Expense estimates are accrued in the period to which they relate. Expenses included in the accompanying financial statements reflect the expenses of the Trust and do not include any expenses paid by the Sponsor or related entities outside of the Trust. Recently Adopted Accounting Pronouncement The FASB issued Accounting Standards Update (“ASU”) No. 2023-08, “Intangibles-Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets” (“ASU 2023-08”) became effective for annual and interim reporting periods beginning after December 15, 2024. ASU 2023-08 requires entities to subsequently measure certain crypto assets at fair value, and changes in fair value must be recorded in net income in each reporting period. In addition, entities are required to provide additional disclosures about the holdings of certain crypto assets. The Trust’s accounting and reporting under ASC 946 is materially consistent with the interim period reporting requirements of ASU 2023-08. Note 3: Related Party Agreements and Transactions Administrator Fidelity Service Company, Inc., an affiliate of the Sponsor, serves as the Trust’s administrator (the “Administrator”). Under the Administration Agreement, the Administrator provides necessary administrative, tax and accounting services and financial reporting for the maintenance and operations of the Trust, including valuing the Trust’s SOL and calculating the net asset value (“NAV”) per Share of the Trust and the NAV of the Trust and supplying pricing information to the Sponsor for the relevant website. In addition, the Administrator makes available the office space, equipment, personnel and facilities required to provide such services. All fees and expenses incurred by the Trust related to services performed by the Administrator are borne by the Sponsor. Distributor Fidelity Distributors Company LLC, an affiliate of the Sponsor, (“FDC” or the “Distributor”) is responsible for reviewing and approving the marketing materials prepared by the Sponsor for compliance with applicable Securities and Exchange Commission (“SEC”) and the Financial Industry Regulatory Authority, Inc. (“FINRA”) advertising laws, rules, and regulations pursuant to a marketing agreement with the Trust. FDC is a broker-dealer registered under the Securities Exchange Act of 1934 (the “1934 Act”) and a member of FINRA. All fees and expenses incurred by the Trust related to services performed by the Distributor are borne by the Sponsor. Index Services Fidelity Product Services LLC, an affiliate of the Sponsor, (the “Index Provider”) is responsible for the methodology and oversight of the Fidelity Solana Reference Rate, an index licensed to the Trust. All fees and expenses incurred by the Trust related to services performed by the Index Provider are borne by the Sponsor. Sponsor The Sponsor is authorized, in its discretion, (i) to negotiate, execute, deliver and perform on behalf of the Trust (a) agreements providing for or relating to the sale and issuance of interests in the Trust, and (b) agreements providing for or relating to the acquisition or disposition of assets by the Trust; (ii) to take any and all actions to enable the Trust to hold assets, including without limitation, to invest and reinvest funds contributed to the Trust from time to time; (iii) to prepare, execute and file any required tax returns; (iv) to cause the Trust to issue beneficial interests and/or other interests in the Trust in exchange for such consideration to be contributed to the Trust as the Sponsor deems appropriate and cause the Trust to issue one or more certificates, in such form as it deems appropriate, evidencing such interests in the Trust; and (v) to prepare, execute and deliver on behalf of the Trust any and all documents, papers and instruments as it deems desirable in connection with any of the foregoing. 9 Note 4: Fair Value Measurement The Trust’s assets recorded at fair value have been categorized based upon a fair value hierarchy as described in the Trust’s significant accounting policies in Note 2. The following table presents information about the Trust’s assets measured at fair value as o f September 30, 2025: September 30, 2025 Level 1 Level 2 Level 3 Total Investment in solana $ 4,838,061 $ — $ — $ 4,838,061 Total Investments $ 4,838,061 $ — $ — $ 4,838,061 Geographic location for all investments is detailed in the accompanying Schedule of Investment. Note 5: Capital As of September 30, 2025, FMR Capital, Inc. owned 100 % of the outstanding shares of the Trust. Note 6: Commitments and Contingencies In the normal course of business, the Trust enters into certain contracts that provide a variety of indemnities, including contracts with the Sponsor and affiliates of the Sponsor, and its officers, directors, employees, subsidiaries and affiliates, as well as others relating to services provided to the Trust. The Trust’s maximum exposure under these and its other indemnities is unknown. However, no liabilities have arisen under these indemnities in the past and, while there can be no assurances in this regard, there is no expectation that any will occur in the future. Therefore, the Sponsor does not consider it necessary to record a liability in this regard. The risk of material loss from such claims is considered remote . Note 7: Concentration Risk Unlike other funds that may 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 SOL and digital assets. By concentrating its investment strategy solely in SOL, any losses suffered as a result of a decrease in the value of SOL 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 . Note 8: Subsequent Events In preparation of the financial statements, management has evaluated the events and transactions subsequent to September 30, 2025, and determined that there are no subsequent events or transactions that would require adjustments to or disclosures in the Trust’s financial statements except as described below. On October 27, 2025, the Trust contractually agreed to pay the Sponsor an annual unified fee of 0.25 % of the Trust’s SOL Holdings (the “Sponsor Fee”), beginning on the date following the effectiveness of the registration statement. The Trust’s “SOL Holdings” is the quantity of the Trust’s SOL plus any cash or other assets held by the Trust represented in SOL as calculated using the Index price, less its liabilities (which include estimated accrued but unpaid fees and expenses) represented in SOL as calculated using the Index price. The Sponsor Fee will be paid by the Trust to the Sponsor as partial compensation for services performed under the Trust Agreement. Additionally, as partial consideration for the Sponsor arranging for the staking of the Trust’s SOL, the Trust will pay the Sponsor 15 % of the amount of staking rewards received by the Trust (“Staking Fees”), with such amounts subsequently shared amongst the Sponsor and other third-parties engaged by the Sponsor or the Trust to stake the Trust’s SOL. On October 29, 2025, the Trust and the Sponsor entered into a Fee Waiver Agreement in which the Sponsor agreed to waive the Sponsor Fee in its entirety for the duration of the waiver period. The waiver period began on the date the Trust first issued Shares following the effectiveness of the registration statement and ends after a period of six months, unless extended by the Sponsor in its sole discretion. On November 17, 2025, the Fee Waiver Agreement was amended and restated and the Sponsor agreed to waive the Staking Fees in their entirety on the staking rewards received by the Trust generated from the first $ 1 billion of Trust assets for the duration of the waiver period. 10 On November 17, 2025, the Trust’s registration statement became effective and the Trust commenced operations. On November 18, 2025, Shares of the Trust commenced trading on NYSE Arca, Inc. (the “Exchange”). On November 18, 2025, the Sponsor began utilizing the services of custodians to stake the Trust’s SOL with one or more node operators in accordance with the Trust’s staking program as described in the registration statement. 11