What changed in this filing

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Item 1. Financial Statements

2025-11-05 compared with 2025-08-01 · 76 added, 54 removed, 406 unchanged (24% 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 Bitcoin, at fair value (cost $ 2,934,730 and $ 2,941,518 as of June 30, 2025 and December 31, 2024, respectively)

Investment in Bitcoin, at fair value (cost $ 2,913,223 and $ 2,941,518 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 Bitcoin and percentages)

June 30, 2025

September 30, 2025

Investment in Bitcoin

9 unchanged sentences

(Amounts in thousands)

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Investment income:

2 unchanged sentences

Net investment loss

Net realized and unrealized gain (loss) from:

Net realized and unrealized gain from:

Net realized gain on investment in Bitcoin sold to pay expenses

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

Net realized gain on investment in Bitcoin sold for Initial Distribution (Return of Capital) (1)

Net change in unrealized appreciation on investment in Bitcoin

Net realized and unrealized gain (loss) on investment

Net increase (decrease) in net assets resulting from operations

Net realized and unrealized gain on investment

Net increase in net assets resulting from operations

(1) Represents the impact of the Initial Distribution of 26,935.83753443 Bitcoin with a value of approximately $ 1,756.8 million to Grayscale Bitcoin Mini Trust ETF, completed on July 31, 2024, as discussed in Note 4.

See accompanying notes to the unaudited financial statements.

2 unchanged sentences

(Amounts in thousands, except change in Shares outstanding)

Three Months Ended June 30,

Six Months Ended June 30,

I ncrease (decrease) in net assets from operations:

Three Months Ended September 30,

Nine Months Ended September 30,

I ncrease in net assets from operations:

Net investment loss

1 unchanged sentence

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

Net realized gain on investment in Bitcoin sold for Initial Distribution (Return of Capital) (1)

Net change in unrealized appreciation on investment in Bitcoin

Net increase (decrease) in net assets resulting from operations

Net increase in net assets resulting from operations

Decrease in net assets from capital share transactions:

1 unchanged sentence

Shares redeemed

Return of Capital (1)

Net decrease in net assets resulting from capital share transactions

10 unchanged sentences

Shares outstanding at end of period

See accompanying notes to the unaudited financial statements.

2 unchanged sentences

(Amounts in thousands)

Six Months Ended June 30,

Nine Months Ended September 30,

Cash provided by operating activities

18 unchanged sentences

Transfer of Bitcoin to pay for Sponsor’s Fee

Supplemental disclosure of noncash financing activities

Transfer of Bitcoin used for Initial Distribution (Return of Capital) (2)

(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) Represents the impact of the Initial Distribution of 26,935.83753443 Bitcoin, with a value of approximately $ 1,756.8 million to Grayscale Bitcoin Mini Trust ETF, completed on July 31, 2024, as discussed in Note 4.

See accompanying notes to the unaudited financial statements.

13 unchanged sentences

The Trust’s investment objective is for the value of the Shares (based on Bitcoin per Share) to reflect the value of the Bitcoin 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 Ethereum Trust ETF, Grayscale Ethereum Mini Trust ETF, and Grayscale Bitcoin Mini Trust ETF.

Grayscale Ethereum Trust ETF, Grayscale Ethereum Mini 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.

12 unchanged sentences

The Custodian is responsible for safeguarding the Bitcoin 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 “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 Bitcoin holdings.

Effective January 11, 2024, the transfer agent for the Trust (the “Transfer Agent”) is The Bank of New York Mellon.

27 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 and 2024 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 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 Bitcoin

Fair Value Measurement Using

(Amounts in thousands)

December 31, 2024

7 unchanged sentences

Bitcoin 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 185,098.71230544 and 205,398.85921873 Bitcoin, respectively.

The Trust determined the fair value per Bitcoin to be $ 107,753.95 on June 30, 2025, 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 176,564.29142426 and 205,398.85921873 Bitcoin, respectively.

The Trust determined the fair value per Bitcoin to be $ 114,401.99 on September 30, 2025, 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 Trust determined the fair value per Bitcoin to be $ 93,390.22 on December 31, 2024, 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 (Coinbase).

Historically, the Trust considered Coinbase to be its principal market.

The Trust performed an assessment of the principal market at June 30, 2025 and identified a change in the principal market from Coinbase to Crypto.com.

The change in principal market was effective June 30, 2025.

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

(Amounts in thousands, except Bitcoin amounts)

Beginning balance as of January 1, 2024

Balance at December 31, 2023

619,525.92917020

22 unchanged sentences

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

Ending balance as of June 30, 2025

Balance at September 30, 2025

176,564.29142426

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 0.0008 of one Bitcoin at both June 30, 2025 and December 31, 2024.

Each Share represented approximately 0.0008 of one Bitcoin at both September 30, 2025 and December 31, 2024.

The cost basis of investments in Bitcoin recorded by the Trust is the fair value of Bitcoin, 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.

10 unchanged sentences

Ultimately, on January 10, 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 in connection with the approval of the 19b-4 Application, the Sponsor authorized the commencement of a redemption program.

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Activity in Number of Shares Issued and Redeemed:

4 unchanged sentences

( 414,560,000

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

(Amounts in thousands)

2 unchanged sentences

Shares redeemed

Return of Capital (1)

Net Change in Value of Shares Issued and Redeemed

(1) Represents the impact of the Initial Distribution of 26,935.83753443 Biotin with a value of approximately $ 1,756.8 million to Grayscale Bitcoin Mini Trust ETF, completed on July 31, 2024, as discussed in Note 4.

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

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

As of June 30,

As of September 30,

(Amounts in thousands)

22 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 not 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 not 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.

As of June 30, 2025 and December 31, 2024, 21,192 and 121,509 Shares of the Trust were held by related parties of the Trust, respectively.

As of September 30, 2025 and December 31, 2024, 13,900 and 121,509 Shares of the Trust were held by related parties of the Trust, respectively.

On January 9, 2024, the Sponsor and the Trustee entered into Amendment No.

9 unchanged sentences

dollar value of Bitcoin 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 and 2024.

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 and 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;

7 unchanged sentences

printing and mailing costs;

the costs of maintaining the Trust’s

website and applicable license fees (together, the “Sponsor-paid Expenses”), provided that any expense that qualifies as an Additional Trust Expense will be deemed to be an Additional Trust Expense and not a Sponsor-paid Expense.

the costs of maintaining the Trust’s website and applicable license fees (together, the “Sponsor-paid Expenses”), provided that any expense that qualifies as an Additional Trust Expense will be deemed to be an Additional Trust Expense and not a Sponsor-paid Expense.

The Trust may incur certain extraordinary, non-recurring expenses that are not Sponsor-paid Expenses, including, but not limited to, taxes and governmental charges, expenses and costs of any extraordinary services performed by the Sponsor (or any other service provider) on behalf of the Trust to protect the Trust or the interests of shareholders, any indemnification of the Custodian or other agents, service providers or counterparties of the Trust, the fees and expenses related to the listing, quotation or trading of the Shares on any secondary market (including legal, marketing and audit fees and expenses) to the extent exceeding $ 600,000 in any given fiscal year and extraordinary legal fees and expenses, including any legal fees and expenses incurred in connection with litigation, regulatory enforcement or investigation matters (collectively “Additional Trust Expenses”).

1 unchanged sentence

dollars or other fiat currencies at the Actual Exchange Rate or (y) when the Sponsor incurs such expenses on behalf of the Trust, cause the Trust (or its delegate) to deliver such Bitcoin in kind to the Sponsor, in each case in such quantity as may be necessary to permit payment of such Additional Trust Expenses.

For the three months ended June 30, 2025 and 2024, the Trust incurred Sponsor’s Fees of $ 69,337,040 and $ 72,006,267 , respectively.

For the six months ended June 30, 2025 and 2024 , the Trust incurred Sponsor’s Fees of $ 138,275,555 and $ 166,883,886 , respectively.

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

For the three months ended September 30, 2025 and 2024, the Trust incurred Sponsor’s Fees of $ 77,959,203 and $ 55,760,112 , respectively.

For the nine months ended September 30, 2025 and 2024 , the Trust incurred Sponsor’s Fees of $ 216,234,775 and $ 222,643,998 , respectively.

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 and 2024 the Sponsor did no t pay any Additional Trust Expenses on behalf of the Trust.

On March 10, 2021, the board of the Sponsor (the “Board”) approved the purchase by DCG, the indirect parent company of the Sponsor, of up to $ 250 million worth of Shares of the Trust.

For the three and nine months ended September 30, 2025 and 2024 the Sponsor did no t pay any Additional Trust Expenses on behalf of the Trust.

On March 10, 2021, the board of the Sponsor approved the purchase by DCG, the indirect parent company of the Sponsor, of up to $ 250 million worth of Shares of the Trust.

Subsequently, DCG authorized such purchase.

5 unchanged sentences

On March 2, 2022, the Board approved the purchase by DCG of up to an aggregate total of $ 200 million worth of Shares of the Trust and shares of any of the following five investment products the Sponsor also acts as the sponsor and manager of, including Grayscale Bitcoin Cash Trust (BCH) (OTCQX:

BCHG), Grayscale Digital Large Cap Fund LLC (OTCQX:

BCHG), Grayscale CoinDesk Crypto 5 ETF (NYSE Arca:

GDLC), Grayscale Ethereum Trust ETF (NYSE Arca:

4 unchanged sentences

From March 10, 2021 through September 30, 2022, DCG purchased a total of $ 771.8 million worth of Shares of the Trust under this authorization.

From October 1, 2022 through June 30, 2025, DCG had not purchased any Shares of the Trust under this authorization.

From October 1, 2022 through September 30, 2025, DCG had not purchased any Shares of the Trust under this authorization.

As previously described in Note 4, on July 31, 2024, the Trust completed its previously announced pro rata distribution of 303,690,100 shares of the BTC Trust to shareholders of the Trust as of 4:00 PM ET on the Record Date and contributed to the BTC Trust an amount of Bitcoin equal to approximately 10 % of the total Bitcoin held by the Trust as of the Record Date, equal to 26,935.83753443 Bitcoin, as consideration and in exchange for the issuance of shares of the BTC Trust.

14 unchanged sentences

Further, transactions in Bitcoin are irrevocable.

incorrectly transferred Bitcoin may be irretrievable.

Stolen or incorrectly transferred Bitcoin may be irretrievable.

As a result, any incorrectly executed Bitcoin transactions could adversely affect an investment in the Shares.

26 unchanged sentences

Financial Highlights Per Share Performance

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended September 30,

Nine Months Ended September 30,

Per Share Data:

5 unchanged sentences

Principal Market NAV, end of period

Total return (1)

Ratios to average net assets:

Net investment loss

(1) Includes the impact of the Initial Distribution of 26,935.83753443 Bitcoin with a value of approximately $ 1,756.8 million to Grayscale Bitcoin Mini Trust ETF, completed on July 31, 2024, as discussed in Note 4.

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 Bitcoin determined in accordance with the Trust’s accounting policy was $ 118,063.43 per Bitcoin.

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 Bitcoin determined in accordance with the Trust’s accounting policy was $ 109,777.00 per Bitcoin.

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