What changed in this filing

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Item 1A. Risk Factors

2026-03-02 compared with 2025-02-26 · 27 added, 32 removed, 196 unchanged (23% of the section changed)

14 unchanged sentences

When the price of the British Pound Sterling declines, the Sponsor expects the price of a Share to decline as well.

On June 23, 2016, the citizens of the United Kingdom, a European Union member that had not adopted the euro as its currency, voted to leave the European Union.

The United Kingdom withdrew from the European Union on January 31, 2020, and was in a transition period through December 31, 2020, during which time the United Kingdom negotiated and entered into new trade agreements with the European Union and certain trade partner nations;

however, trade agreements with other trade partner nations, including the United States and others, have not yet been negotiated.

The consequences for the economies of the European Union members of the United Kingdom exiting the European Union are unknown and unpredictable, as is the future direction of the value of the British Pound Sterling and the Shares.

These uncertainties could increase volatility in the market prices of the British Pound Sterling and the Shares.

One January 31, 2020, the United Kingdom withdrew from the European Union and was in a transition period through December 31, 2020.

Ongoing changes in the United Kingdom’s trade, regulatory and economic relationships following the United Kingdom’s withdraw from the European Union may adversely affect the value of the Shares.

Although the formal withdrawal has occurred, the United Kingdom’s post-exit framework, including trade agreements, financial services, immigration and regulatory policy, continue to evolve and may result in periods of increased volatility in the market prices of the British Pound Sterling and the Shares.

Increased volatility could, in itself, decrease the value of the Shares.

12 unchanged sentences

Each outstanding Share represents a fractional, undivided interest in the British Pounds Sterling held by the Trust.

Recently, the amount of interest earned by the Trust has not exceeded the Trust’s expenses;

accordingly, the Trustee has been required to withdraw British Pounds Sterling from the Trust to pay these excess expenses.

The amount of interest earned by the Trust has not always exceeded expenses.

That was not the case in 2025, when interest income exceeded expense by a significant margin;

but, when expense exceed interest income, the trustee needs to withdraw British Pounds Sterling from the Trust to pay the excess expenses.

As long as the amount of interest earned does not exceed expenses, the amount of British Pounds Sterling represented by each Share will gradually decline over time.

30 unchanged sentences

The relationship between the public trading price per Share and the NAV per Share depends, to a considerable degree, on the ability of Authorized Participants or their clients or customers to purchase and redeem Baskets in the ordinary course.

If the Trust were to issue all Shares that have been registered or if the Trust does not have an effective registration statement with the SEC with sufficient Shares available, each of which may happen from time to time, the Trust would not be able to create new Baskets until it registered additional Shares and those additional Shares became available for sale.

In addition, the Trust may, in its discretion, suspend the

creation of Baskets for any reason and at any time.

additional Shares and those additional Shares became available for sale.

In addition, the Trust may, in its discretion, suspend the creation of Baskets for any reason and at any time.

If the process for creating or redeeming Shares is impaired for any reason, Authorized Participants and their clients or customers may not be able to purchase and redeem Baskets.

7 unchanged sentences

International Armed Conflicts May Result in Volatility in Currency Prices that Could Adversely Affect the Fund's Performance .

As a result of increasingly interconnected global economies and financial markets, armed conflict between countries or in a geographic region, for example the current conflicts between Russia and Ukraine in Europe and Hamas and Israel in the Middle East, may impact the value of the currencies held by the Fund.

As a result of increasingly interconnected global economies and financial markets, armed conflict between countries or in a geographic region, including related geopolitical tensions or emergency measures, may impact the value of the currencies held by the Fund.

Such conflicts, and other corresponding events, have had, and could continue to have, severe effects on regional and global economic and financial markets, including increased volatility, reduced liquidity, and overall uncertainty.

Pandemics and other public health emergencies could disrupt the global economy and adversely impact the Trust's performance.

The impact of the COVID-19 pandemic was extensive in many aspects of society.

The outbreak resulted in a significant number of deaths, adversely impacted global commercial activity, and led to significant uncertainty and disruptions in the global economy and financial markets.

Many countries reacted by instituting quarantines, prohibitions on travel and the closure of offices, businesses, schools, retail stores and other public venues.

Businesses also implemented similar precautionary measures.

While restrictions have eased, it is possible that they may be reinstated in the future in response to new variants or new public health emergencies.

Such measures, as well as the general uncertainty surrounding the dangers and impact of a future public health crisis, may result in significant disruption in supply chains and economic activity.

Consumer, corporate and financial confidence may be materially adversely affected by a future outbreak.

Such erosion of confidence may lead to or extend to a localized or global economic downturn.

Future pandemics and other public health emergencies could exacerbate political, social, and economic risks and result in significant breakdowns, delays, and other disruptions to the economy, with potential corresponding results on the value of the currency held by the Trust, which may adversely affect an investment in the Shares.

REGULATORY MATTERS

1 unchanged sentence

This volatility could materially and adversely affect the performance of the Shares.

There have been ongoing discussions and commentary regarding potential significant changes to United States trade policies, treaties and tariffs.

These developments, or the perception that any of them could occur, may have a material adverse effect on global economic conditions and the stability of global financial markets, and may increase the volatility of foreign exchange rates, including the USD/British Pound Sterling exchange rate.

The resulting volatility could materially and adversely affect the performance of the Shares.

The United States, under the Trump administration, has implemented significant tariff increases on imports from a large number of countries, affecting a broad array of goods, and has signaled that additional tariffs may be imposed.

These actions are part of a broader shift in U.S.

trade policy that has at times been difficult to predict.

The potential for further escalation, including the imposition of new or higher tariffs with limited notice, has contributed to increased uncertainty in global markets.

In response, other countries, including China, have announced retaliatory measures.

While some tariff reductions have been implemented pursuant to temporary arrangements between the United States and various trading partners, such measures remain subject to reversal.

These developments have contributed to increased volatility in foreign exchange markets, including fluctuations in the USD/British Pound Sterling exchange rate.

Sustained or increased volatility could materially and adversely affect the performance of the Shares.

The Deposit Accounts are not entitled to payment at any office of JPMorgan Chase Bank, N.A.

35 unchanged sentences

The Trust has no proprietary rights in or to any specific British Pounds Sterling held by the Depository and will be an unsecured creditor of the Depository with respect to the British Pounds Sterling held in the Deposit Accounts in the event of the insolvency of the Depository or the U.S.

bank of which it is a branch.

In the event the Depository or the U.S.

bank of which it is a branch, which can lead to losses or significant delays in accessing such funds In the event the Depository or the U.S.

bank of which it is a branch becomes insolvent, the Depository’s assets may not be adequate to satisfy a claim by the Trust or any Authorized Participant for the amount of British Pounds Sterling deposited by the Trust or the Authorized Participant and, in such event, the Trust and any Authorized Participant will generally have no right in or to assets other than those of the Depository.

13 unchanged sentences

The license grant is solely for the purpose of allowing the Sponsor to establish, operate and market a currency-based securities product based solely on the securitization, in whole or in part, of a single non-U.S.

The License Agreement provides that either party may provide notice

of intent to terminate the License Agreement in the event the other party commits a material breach.

The License Agreement provides that either party may provide notice of intent to terminate the License Agreement in the event the other party commits a material breach.

If the License Agreement is terminated and one or more of The Bank of New York Mellon’s patent applications issue as patents, then The Bank of New York Mellon may claim that the operation of the Trust violates its patent or patents and seek an injunction forcing the Trust to cease operation and the Shares to cease trading.

33 unchanged sentences

Cyber security failures or breaches of the Trust's third party service providers (including, but not limited to, the Trustee and the Sponsor) have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability of Shareholders or Authorized Participants to transact business in Shares and Baskets respectively, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs.

Compromises in the software supply chain or incidents at critical third-party vendors could

magnify the operational impact of a cyber event and impair the Trust’s ability to process Shareholder or Basket transactions.

In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future.

15 unchanged sentences

This converged security structure supports a more comprehensive, holistic approach to keeping our and Invesco clients, employees, and critical assets safe, upholding their privacy rights, while enabling a secure and resilient business.

Invesco’s information security program is led by its Chief Information Security Officer (CISO) who reports directly to the GCSO and has over 25 years of experience, specializing in information security and risk management.

Invesco’s information security program is led by its Chief Information Security Officer who reports directly to the GCSO and has over 25 years of experience, specializing in information security and risk management.

Our manager’s information security program is designed to oversee all aspects of information security risk and seeks to ensure the confidentiality, integrity, and availability of information assets, including the implementation of controls aligned with industry guidelines and applicable statutes and regulations to identify threats, detect attacks and protect our information assets.

8 unchanged sentences

The Global Operational Risk Management Committee, one of Invesco’s risk management committees, provides executive-level oversight and monitoring of the end-to-end programs dedicated to managing information security and cyber related risk.

The members of this Committee include Invesco’s Chief Administrative Officer, Chief Risk & Audit Officer, General Counsel, Chief Financial Officer, Chief Human Resources Officer, Global Head of

Compliance, and Global Operational Risk Owners which includes the GCSO.

The members of this Committee include Invesco’s Chief Administrative Officer, Chief Risk & Audit Officer, General Counsel, Chief Financial Officer, Chief Human Resources Officer, Global Head of Compliance, and Global Operational Risk Owners which includes the GCSO.

The committee reports to Invesco’s Enterprise Risk Management Committee which provides updates to the Invesco Board of Directors to facilitate their oversight.

Although risks from cyber threats have not materially affected the Trust’s business strategy, results of operations or financial condition as of December 31, 2024 , Invesco continues to closely monitor cyber risk.

Although risks from cyber threats have not materially affected the Trust’s business strategy, results of operations or financial condition as of December 31, 2025, Invesco continues to c losely monitor cyber risk.

The Sponsor oversees cybersecurity risks for the Trust by applying Invesco's enterprise policies and control framework to the Trust's operations and service providers and by escalating any Trust relevant findings through the Sponsor's management reporting and certification processes.

The Trust did not experience any material cybersecurity incidents during the year ended December 31, 2025, and cybersecurity risks did not materially affect the Trust's business strategy, results of operations, or financial condition in the period.

In addition, security controls, no matter how well designed or implemented, may only mitigate and not fully eliminate risks.

6 unchanged sentences

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

What changed 10-K

Item 1A. Risk Factors