What changed in this filing

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Item 1. Financial Statements

2026-08-04 compared with 2026-05-05 · 50 added, 51 removed, 297 unchanged (25% of the section changed)

3 unchanged sentences

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

March 31, 2026

June 30, 2026

December 31, 2025

Investment in Bitcoin, at fair value (cost $ 2,822,395 and $ 2,841,465 as of March 31, 2026 and December 31, 2025, respectively)

Investment in Bitcoin, at fair value (cost $ 2,554,268 and $ 2,841,465 as of June 30, 2026 and December 31, 2025, respectively)

Sponsor’s Fee payable, related party

6 unchanged sentences

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

March 31, 2026

June 30, 2026

Investment in Bitcoin

9 unchanged sentences

(Amounts in thousands)

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Investment income:

2 unchanged sentences

Net investment loss

Net realized and unrealized loss from:

Net realized and unrealized (loss) gain from:

Net realized gain on investment in Bitcoin sold to pay expenses

1 unchanged sentence

Net change in unrealized appreciation/depreciation on investment in Bitcoin

Net realized and unrealized loss on investment

Net decrease in net assets resulting from operations

Net realized and unrealized (loss) gain on investment

Net (decrease) increase in net assets resulting from operations

See accompanying notes to the unaudited financial statements.

2 unchanged sentences

(Amounts in thousands, except change in Shares outstanding)

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Decrease in net assets from operations:

3 unchanged sentences

Net change in unrealized appreciation/depreciation on investment in Bitcoin

Net decrease in net assets resulting from operations

Net (decrease) increase in net assets resulting from operations

Decrease in net assets from capital share transactions:

37 unchanged sentences

(the “Additional Custodian”) is an available alternative custodian of the Trust.

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

Pursuant to the Anchorage Digital Custodian Agreement, Anchorage Digital provides services related to custody and safekeeping of the Trust’s Bitcoin holdings.

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

13 unchanged sentences

(iv) review and file applicable marketing materials with FINRA and (v) maintain, reproduce and store applicable books and records.

On March 25, 2015, the Trust received notice that its Shares were qualified for public trading on the OTCQX Best Market ® (“OTCQX”) of OTC Markets Group Inc.

Until January 10, 2024, the Trust’s trading symbol on OTCQX was “GBTC.” On January 11, 2024, Shares of the Trust began trading on NYSE Arca following the effectiveness of the Trust’s registration statement on Form S-3, as amended (File No.

The Trust’s trading symbol on NYSE Arca is “GBTC” and the CUSIP number for its Shares is 389637109.

The Trust may also receive Incidental Rights and/or IR Virtual Currency as a result of the Trust’s investment in Bitcoin, in accordance with the terms of the Trust Agreement.

Incidental Rights are rights to claim, or otherwise establish dominion and control over, any

virtual currency or other asset or right, which rights are incident to the Trust’s ownership of Bitcoin and arise without any action of the Trust, or of the Sponsor or Trustee on behalf of the Trust;

Incidental Rights are rights to claim, or otherwise establish dominion and control over, any virtual currency or other asset or right, which rights are incident to the Trust’s ownership of Bitcoin and arise without any action of the Trust, or of the Sponsor or Trustee on behalf of the Trust;

IR Virtual Currency is any virtual currency tokens, or other asset or right, received by the Trust through the exercise (subject to the applicable provisions of the Trust Agreement) of any Incidental Right.

The Sponsor has committed to cause the Trust to abandon irrevocably for no direct or indirect consideration, effective immediately prior to each time at which the Trust creates or redeems Shares, all Incidental Rights and IR Virtual Currency to which it would otherwise be entitled as of such time.

The Sponsor has committed to cause the Trust to abandon irrevocably for no direct or indirect consideration, effective immediately prior to

each time at which the Trust creates or redeems Shares, all Incidental Rights and IR Virtual Currency to which it would otherwise be entitled as of such time.

In furtherance of that commitment, the Prime Broker Agreement provides that the Trust is abandoning irrevocably, for no direct or indirect consideration, effective immediately prior to each Creation Time and each Redemption Time, all Incidental Rights or IR Virtual Currency to which it would otherwise be entitled as of such time.

2 unchanged sentences

In addition, in the event the Sponsor seeks to change the Trust’s policy with respect to Incidental Rights or IR Virtual Currency, an application would need to be filed with the SEC by NYSE Arca seeking approval to amend its listing rules to permit the Trust to distribute the Incidental Rights or IR Virtual Currency in-kind to an agent of the shareholders for resale by such agent.

Prior to January 11, 2024, the Trust’s Shares had traded on OTC Markets since May 4, 2015.

The Trust’s trading symbol on NYSE Arca is “GBTC” and the CUSIP number for its Shares is 389637109.

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 March 31, 2026 and December 31, 2025 and results of operations for the three months ended March 31, 2026 and 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 June 30, 2026 and December 31, 2025 and results of operations for the three and six months ended June 30, 2026 and 2025 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.

56 unchanged sentences

(Amounts in thousands)

March 31, 2026

June 30, 2026

Investment in Bitcoin

8 unchanged sentences

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

As of March 31, 2026 and December 31, 2025, the Trust held 154,703.84755988 and 165,591.49612215 Bitcoin, respectively.

The Trust determined the fair value per Bitcoin to be $ 67,805.29 and $ 87,549.41 on March 31, 2026 and December 31, 2025, 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 June 30, 2026 and December 31, 2025, the Trust held 138,505.75680424 and 165,591.49612215 Bitcoin, respectively.

The Trust determined the fair value per Bitcoin to be $ 58,745.18 and $ 87,549.41 on June 30, 2026 and December 31, 2025, 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 Bitcoin and the respective fair value:

11 unchanged sentences

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

Balance at March 31, 2025

Balance at June 30, 2025

185,098.71230544

11 unchanged sentences

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

Balance at March 31, 2026

Balance at June 30, 2026

138,505.75680424

3 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 March 31, 2026 and December 31, 2025.

Each Share represented approximately 0.0008 of one Bitcoin at both June 30, 2026 and December 31, 2025.

As of the date of this Quarterly Report, Authorized Participants may only submit orders to create or redeem Shares through transactions that are referred to as “cash orders”, as the agreements with Authorized Participants do not currently provide for in-kind creations and redemptions.

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Activity in Number of Shares Issued and Redeemed:

2 unchanged sentences

Net Change in Number of Shares Issued and Redeemed

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

(Amounts in thousands)

5 unchanged sentences

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

As of March 31,

As of June 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 March 31,

As of June 30,

(Amounts in thousands)

19 unchanged sentences

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 March 31, 2026 and December 31, 2025, the Trust did not have a liability for any unrecognized tax amounts.

As of, and during the periods ended June 30, 2026 and December 31, 2025, 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 March 31, 2026 or December 31, 2025 .

Related Parties

The Trust considered the following entities, their directors, and certain employees to be related parties of the Trust as of March 31, 2026:

The Trust considered the following entities, their directors, and certain employees to be related parties of the Trust as of June 30, 2026:

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

As of March 31, 2026 and December 31, 2025, 5,828 and 9,302 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 1.5 % 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”).

As of June 30, 2026 and December 31, 2025, 5,828 and 9,302 Shares of the Trust were held by related parties of the Trust, respectively.

as calculated and published by the Sponsor or its delegates in the manner set forth in the Trust Agreement (the “Sponsor’s Fee”).

The Sponsor’s Fee accrues daily in U.S.

5 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 March 31, 2026 and December 31, 2025.

No Incidental Rights or IR Virtual Currencies have been distributed in payment of the Sponsor’s Fee during the three months ended March 31, 2026 and 2025.

The Trust held no Incidental Rights or IR Virtual Currency as of June 30, 2026 and December 31, 2025.

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, 2026 and 2025.

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;

11 unchanged sentences

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 March 31, 2026 and 2025, the Trust incurred Sponsor’s Fees of $ 44,984,658 and $ 68,938,532 , respectively.

As of March 31, 2026 and December 31, 2025 , there were no accrued and unpaid Sponsor’s Fees.

For the three months ended June 30, 2026 and 2025, the Trust incurred Sponsor’s Fees of $ 39,692,404 and $ 69,337,040 , respectively.

For the six months ended June 30, 2026 and 2025, the Trust incurred Sponsor’s Fees of $ 84,677,062 and $ 138,275,555 , respectively.

As of June 30, 2026 and December 31, 2025 , 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 months ended March 31, 2026 and 2025 the Sponsor did no t pay any Additional Trust Expenses on behalf of the Trust.

For the three and six months ended June 30, 2026 and 2025 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.

13 unchanged sentences

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

From July 1, 2022 through March 31, 2026 , DCG had not purchased any Shares of the Trust under this authorization.

From July 1, 2022 through June 30, 2026 , DCG had not purchased any Shares of the Trust under this authorization.

Concentration Risk

3 unchanged sentences

Financial Highlights Per Share Performance

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Per Share Data:

Principal Market NAV, beginning of period

Net decrease in net assets from investment operations:

Net (decrease) increase in net assets from investment operations:

Net investment loss

Net realized and unrealized loss

Net decrease in net assets resulting from operations

Net realized and unrealized (loss) gain

Net (decrease) increase in net assets resulting from operations

Principal Market NAV, end of period

11 unchanged sentences

Subsequent Events

As previously disclosed, on October 22, 2025, GSOIH consummated an internal corporate reorganization (the “Management Reorganization”).

As a result of the Management Reorganization as of October 22, 2025, (i) Grayscale Investments, Inc.

(“Grayscale Investments”) is the sole managing member of GSO, the sole member of the Sponsor and (ii) the Board of Directors of Grayscale Investments became responsible for managing and directing the affairs of the Sponsor, and consists of Barry Silbert, Mark Shifke, Simon Koster, Peter Mintzberg and Edward McGee.

On May 4, 2026, a Board of Managers of Grayscale Investments Sponsors, LLC was created to manage and direct the affairs of the Sponsor, under authority delegated by the board of Grayscale Investments.

While the board of Grayscale Investments retains overall oversight of Grayscale Investments and its subsidiaries as a whole, including the Sponsor, the Board of Managers of the Sponsor consists of Peter Mintzberg, Edward McGee, and Craig Salm.

Mintzberg, Mr.

McGee, and Mr.

Salm are granted authority to manage the day-to-day affairs of the Sponsor under the amended and restated limited liability company agreement of the Sponsor.

The Sponsor has evaluated all subsequent events through the issuance of the financial statements and has noted no other events requiring adjustment or additional disclosure in the financial statements other than the item noted above.

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