SPDR GOLD TRUST 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information The Trust’s Shares have been listed on the NYSE Arca under the symbol “GLD” since December 13, 2007, after a transfer from the New York Stock Exchange (“NYSE”) where the Shares were listed since its initial public offering on November 18, 2004. The Shares have traded on the Mexican Stock Exchange (Bolsa Mexicana de Valores) since August 10, 2006, the Singapore Exchange Limited since October 11, 2006, the Tokyo Stock Exchange since June 30, 2008 and the Hong Kong Exchanges and Clearing Limited since July 31, 2008. Holders of Record As of October 31, 2020, there were approximately 106 DTC participating shareholders of record of the Trust. Because most of the Trust’s Shares are held by brokers and other institutions on behalf of shareholders, we are unable to estimate the total number of shareholders represented by these record holders. Recent Sale of Unregistered Securities Although the Trust does not purchase Shares directly from its shareholders, in connection with its redemption of Baskets, the Trust redeemed 81,400,000 Shares (814 Baskets) during the year ended September 30, 2020, including 22,700,000 Shares (227 Baskets) for the three months ended September 30, 2020 as set forth in the table below. Period Total number of Shares redeemed Average ounces of gold per Share 7/1/20 to 7/31/20 2,900,000 .09396 8/1/20 to 8/31/20 11,700,000 .09393 9/1/20 to 9/30/20 8,100,000 .09390 TOTAL 22,700,000 .09393 Item 6. Selected Financial Data The following selected financial data should be read in conjunction with the Trust’s financial statements and related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Financial Highlights (Amounts, except per share, are in 000’s of US$) Year ended Sep-30, 2020 Year ended Sep-30, 2019 Year ended Sep-30, 2018 Year ended Sep-30, 2017 Year ended Sep-30, 2016 Net income/(loss) $ 13,083,928 $ 7,250,161 $ (2,619,535 ) $ (1,893,972 ) $ 4,951,423 Statements of Operations Data: EXPENSES Sponsor fees 225,630 135,175 136,300 136,084 127,076 Total expenses 225,630 135,175 136,300 136,084 127,076 Net investment loss (225,630 ) (135,175 ) (136,300 ) (136,084 ) (127,076 ) 34 Table of Contents (Amounts, except per share, are in 000’s of US$) Year ended Sep-30, 2020 Year ended Sep-30, 2019 Year ended Sep-30, 2018 Year ended Sep-30, 2017 Year ended Sep-30, 2016 Net realized and change in unrealized gain/(loss) on investment in gold Net realized gain/(loss) from investment in gold sold to pay expenses 37,273 6,023 2,987 252 614 Net realized gain/(loss) from gold distributed for the redemption of shares 2,138,221 593,851 147,334 (222,162 ) (6,601 ) Net change in unrealized appreciation/(depreciation) on investment in gold 11,134,064 6,785,462 (2,633,556 ) (1,535,978 ) 5,084,486 Net realized and change in unrealized gain/(loss) on investment in gold 13,309,558 7,385,336 (2,483,235 ) (1,757,888 ) 5,078,499 Net income/(loss) $ 13,083,928 $ 7,250,161 $ (2,619,535 ) $ (1,893,972 ) $ 4,951,423 Net income/(loss) per share $ 36.89 $ 27.00 $ (9.35 ) $ (6.59 ) $ 18.36 Weighted average number of shares (in 000’s) 354,701 268,483 280,153 287,348 269,742 Statement of Financial Condition Data: (Amounts in 000’s of US$) Sep-30, 2020 (1) Sep-30, 2019 (1) Sep-30, 2018 (1) Sep-30, 2017 (1) Sep-30, 2016 (1) ASSETS Investment in gold $ 76,978,000 $ 44,169,240 $ 28,331,953 $ 35,669,225 $ 40,357,092 Total Assets $ 76,978,000 $ 44,169,240 $ 28,331,953 $ 35,669,225 $ 40,357,092 LIABILITIES Gold payable $ — $ 195,999 $ — $ — $ 50,461 Other liabilities 25,449 14,241 9,434 11,720 13,184 Total Liabilities 25,449 210,240 9,434 11,720 63,645 Net Assets $ 76,952,551 $ 43,959,000 $ 28,322,519 $ 35,657,505 $ 40,293,447 (1) Authorized share capital is unlimited and share par value is $0.00. Shares issued and outstanding: 434,400,000 at September 30, 2020; 314,000,000 at September 30, 2019; 252,100,000 at September 30, 2018; 292,500,000 at September 30, 2017; and 319,400,000 at September 30, 2016. Item 7. Management ’ s Discussion and Analysis of Financial Condition and Results of Operations Trust Overview SPDR ® Gold Trust is an investment trust that was formed November 12, 2004. The Trust issues Baskets in exchange for deposits of gold and distributes gold in connection with the redemption of Baskets. The investment objective of the Trust is for the Shares to reflect the performance of the price of gold bullion, less the expenses of the Trust’s operations. The Shares are designed to provide investors with a cost effective and convenient way to invest in gold. 35 Table of Contents Investing in the Shares does not insulate the investor from certain risks, including price volatility. The following chart illustrates the movement in the price of the Shares and NAV of the Shares against the corresponding gold price (per 1/10 of an oz. of gold) since the day the Shares first began trading on the NYSE and subsequent transfer to NYSE Arca: Share price & NAV v. gold price – November 18, 2004 to September 30, 2020 The divergence of the price of the Shares and NAV of the Shares from the gold price over time reflects the cumulative effect of the Trust expenses that arise if an investment had been held since inception. Critical Accounting Policy Valuation of Gold, Definition of Net Asset Value The Trustee values the gold held by the Trust and determines the NAV of the Trust on each day the NYSE Arca is open for regular trading, at the earlier of the LBMA Gold Price PM for the day or 12:00 PM New York time. If no LBMA Gold Price PM is announced on a particular evaluation day or if the LBMA Gold Price PM has not been announced by 12:00 PM New York time on a particular evaluation day, the next most recent LBMA Gold Price (AM or PM) is used in the determination of the NAV of the Trust, unless the Trustee, in consultation with the Sponsor, determines that such price is inappropriate to use as the basis for such determination. In the event the Trustee and the Sponsor determine that such price is not an appropriate basis for valuation of the Trust’s gold, they will identify an alternative basis for such valuation to be employed by the Trustee. While we believe that the LBMA Gold Price is an appropriate indicator of the value of gold, there are other indicators that are available that could be different than the LBMA Gold Price. The use of such an alternative indicator could result in materially different fair value pricing of the gold in the Trust which could result in different market adjustments or redemption value adjustments of our outstanding redeemable Shares. Once the value of the gold has been determined, the Trustee subtracts all estimated accrued fees, expenses and other liabilities of the Trust from the total value of the gold and all other assets of the Trust (other than any amounts credited to the Trust’s reserve account, if established). The resulting figure is the NAV of the Trust. The Trustee determines the NAV per Share by dividing the NAV of the Trust by the number of Shares outstanding as of the close of trading on NYSE Arca. Inspectorate conducts two counts each year of the gold bullion held on behalf of the Trust at the vaults of the Custodian. A complete bar count is conducted once per year and coincides with the Trust’s financial year end at September 30 th . On June 5, 2020, Inspectorate concluded the annual full count of the Trust’s gold bullion held by the Custodian. On October 7, 2020, Inspectorate concluded reconciliation procedures from June 5, 2020 through September 30, 2020. The second count is a random sample count and is conducted at a date which falls within the same financial year and was conducted most recently on February 24, 2020. The results can be found on www.spdrgoldshares.com . The Sponsor generally visits the vaults of the Custodian twice a year as part of its due diligence procedures. 36 Table of Contents Gold acquired, or disposed of, by the Trust is recorded at average cost. The table below summarizes the impact of unrealized gains/(losses) on the Trust’s gold holdings at September 30, 2020 and 2019: (Amount in 000’s of US$) Sep-30, 2020 Sep-30, 2019 Investment in gold – cost $ 60,743,750 $ 39,069,054 Unrealized gain/(loss) on investment in gold 16,234,250 5,100,186 Investment in gold – market value $ 76,978,000 $ 44,169,240 Review of Financial Results Financial Highlights (All amounts in the following table and the subsequent paragraphs are in 000’s of US$) For the year ended Sep-30, 2020 For the year ended Sep-30, 2019 For the year ended Sep-30, 2018 Net realized and change in unrealized gain/(loss) on investment in gold $ 13,309,558 $ 7,385,336 $ (2,483,235 ) Net income/(loss) $ 13,083,928 $ 7,250,161 $ (2,619,535 ) Net cash provided by operating activities $ — $ — $ — The Trust’s net realized and change in unrealized gain on investment in gold for the year ended September 30, 2020 is made up of a gain of $37,273 on the sale of gold to pay expenses, a realized gain of $2,138,221 on gold distributed for the redemption of Shares, and a change in unrealized appreciation of $11,134,064 on investment in gold. The Trust’s net realized and change in unrealized gain on investment in gold for the year ended September 30, 2019 is made up of a gain of $6,023 on the sale of gold to pay expenses, a realized gain of $593,851 on gold distributed for the redemption of Shares, and a change in unrealized appreciation of $6,785,462 on investment in gold. The Trust’s net realized and change in unrealized loss on investment in gold for the year ended September 30, 2018 is made up of a gain of $2,987 on the sale of gold to pay expenses, a realized gain of $147,334 on gold distributed for the redemption of Shares, and a change in unrealized depreciation of $2,633,556 on investment in gold. 37 Table of Contents Selected Supplemental Data (Amounts, except for per ounce and per share, are in 000’s) Year ended Sep-30, 2020 Year ended Sep-30, 2019 Year ended Sep-30, 2018 Ounces of Gold: Opening balance 29,737.6 23,863.5 27,799.3 Creations (excluding gold receivable at September 30, 2020 –0; September 30, 2019 –0 and September 30, 2018 – 0) 18,975.6 13,678.0 4,477.1 Redemptions (excluding gold payable at September 30, 2020 – 0; September 30, 2019 –195,999 and September 30, 2018 – 0) (7,789.1 ) (7,705.6 ) (8,304.8 ) Sales of gold (128.1 ) (98.3 ) (108.1 ) Closing balance 40,796.0 29,737.6 23,863.5 Gold price per ounce – LBMA Gold Price PM $ 1,886.90 $ 1,485.30 $ 1,187.25 Market value of gold holdings $ 76,978,000 $ 44,169,240 $ 28,331,953 Number of Shares (in 000’s): Opening balance 314,000 252,100 292,500 Creations 201,800 144,900 47,200 Redemptions (81,400 ) (83,000 ) (87,600 ) Closing balance 434,400 314,000 252,100 On the date of inception of the Trust, the Custodian received 30,000 ounces of gold on behalf of the Trust in exchange for 300,000 Shares (3 Baskets). Trading of the Trust’s Shares commenced on November 18, 2004. In the year ended September 30, 2020, an additional 201,800,000 Shares (2,018 Baskets), were created in exchange for 18,975,592 ounces of gold, and 81,400,000 Shares (814 Baskets) were redeemed in exchange for 7,657,128 ounces of gold. For accounting purposes, the Trust reflects creations and the gold receivable with respect to such creations on the date of receipt of a notification of a creation but does not deliver Shares until the requisite amount of gold is received. Upon a redemption, the Trust delivers gold upon receipt of Shares. All references in this discussion to gold receivable and gold payable relate to creations and redemptions that had not been completed. These creations and redemptions were completed in the normal course of business, including the receipt and payment of the gold by the Custodian. As at September 30, 2020, the amount of gold owned by the Trust and held by the custodian in its vault was 40,796,015 ounces, 100% of which is allocated gold in the form of London Good Delivery gold bars with a market value of $76,978,000,158 based on the LBMA Gold Price PM on September 30, 2020 (cost —$60,743,750,288). As at September 30, 2019, the amount of gold owned by the Trust and held by the custodian in its vault was 29,737,588 ounces, 100% of which is allocated gold in the form of London Good Delivery gold bars with a market value of $44,169,239,649 based on the LBMA Gold Price PM on September 30, 2019 (cost —$39,069,053,854). As at September 30, 2018, the amount of gold owned by the Trust and held by the custodian in its vault was 23,863,511 ounces, 100% of which is allocated gold in the form of London Good Delivery gold bars with a market value of $28,331,953,406 based on the LBMA Gold Price PM on September 30, 2018 (cost –$30,017,228,742). 38 Table of Contents Cash Flow from Operations The Trust had no net cash flow from operations in the years ended September 30, 2020, 2019 and 2018. Cash received in respect of gold sold to pay expenses in the years ended September 30, 2020, 2019 and 2018 was the same as those expenses, resulting in a zero cash balance at September 30, 2020, 2019 and 2018. Off-Balance Sheet Arrangements The Trust is not a party to any off-balance sheet arrangements. Cash Resources and Liquidity At September 30, 2020 and 2019 the Trust did not have any cash balances. When selling gold to pay expenses, the Trustee endeavors to sell the exact amount of gold needed to pay expenses in order to minimize the Trust’s holdings of assets other than gold. As a consequence, we expect that the Trust will not record any cash flow from its operations and that its cash balance will be zero at the end of each reporting period. Analysis of Movements in the Price of Gold As movements in the price of gold are expected to directly affect the price of the Trust’s Shares, investors should understand what the recent movements in the price of gold have been. Investors, however, should also be aware that past movements in the gold price are not indicators of future movements. This section identifies recent movements in the gold price. The following chart provides historical background on the price of gold. The chart illustrates movements in the price of gold in U.S. dollars per ounce over the period from October 1, 2015 to September 30, 2020 and is based on the LBMA Gold Price PM. 39 Table of Contents The average, high, low and end-of-period gold prices for the three and twelve-month periods for the three years ended September 30, 2020, 2019 and 2018, and for the period from November 12, 2004 (the date of inception of the Trust) through September 30, 2020, based on the LBMA Gold Price when available from March 20, 2015 and previously the London Fix, were: Period Average High Date Low Date End of period Last business day (1) Three months to December 31, 2017 $ 1,275.42 $ 1,303.30 Oct 16, 2017 $ 1,240.90 Dec 12, 2017 $ 1,296.50 Dec 29, 2017 Three months to March 31, 2018 $ 1,329.29 $ 1,354.95 Jan 25, 2018 $ 1,307.75 Mar 1, 2018 $ 1,323.85 Mar 29, 2018 Three months to June 30, 2018 $ 1,305.99 $ 1,351.45 Apr 18, 2018 $ 1,250.45 June 29, 2018 $ 1,250.45 June 29, 2018 Three months to September 30, 2018 $ 1,213.19 $ 1,262.05 July 9, 2018 $ 1,178.40 Aug 17, 2018 $ 1,187.25 Sep 28, 2018 Three months to December 31, 2018 $ 1,226.28 $ 1,279.00 Dec 28, 2018 $ 1,185.55 Oct 9, 2018 $ 1,281.65 Dec 31, 2018 (2) Three months to March 31, 2019 $ 1,303.79 $ 1,343.75 Feb 20, 2019 $ 1,279.55 Jan 21, 2019 $ 1,295.40 Mar 29, 2019 Three months to June 30, 2019 $ 1,309.39 $ 1,431.40 June 25, 2019 $ 1,269.50 Apr 23, 2019 $ 1,409.00 June 28, 2019 Three months to September 30, 2019 $ 1,472.47 $ 1,546.10 Sep 4, 2019 $ 1,388.65 July 5, 2019 $ 1,485.30 Sep 30, 2019 Three months to December 31, 2019 $ 1,480.96 $ 1,517.10 Oct 3, 2019 $ 1,452.05 Nov 12, 2019 $ 1,523.00 Dec 31, 2019 (2) Three months to March 31, 2020 $ 1,582.80 $ 1,683.65 Mar 6, 2020 $ 1,474.25 Mar 19, 2020 $ 1,608.95 Mar 31, 2020 Three months to June 30, 2020 $ 1,711.13 $ 1,771.60 June 29, 2020 $ 1,576.55 Apr 1, 2020 $ 1,768.10 June 30, 2020 Three months to September 30, 2020 $ 1,908.56 $ 2,067.15 Aug 6, 2020 $ 1,771.05 July 1, 2020 $ 1,886.90 Sep 30, 2020 Twelve months ended September 30, 2018 $ 1,280.65 $ 1,354.95 Jan 25, 2018 $ 1,178.40 Aug 17, 2018 $ 1,187.25 Sep 28, 2018 Twelve months ended September 30, 2019 $ 1,329.69 $ 1,546.10 Sep 4, 2019 $ 1,185.55 Oct 9, 2018 $ 1,485.30 Sep 30, 2019 Twelve months ended September 30, 2020 $ 1,672.83 $ 2,067.15 Aug 6, 2020 $ 1,452.05 Nov 12, 2019 $ 1,886.90 Sep 30, 2020 November 12, 2004 to September 30, 2020 $ 1,160.13 $ 2,067.15 Aug 6, 2020 $ 411.10 Feb 8, 2005 $ 1,886.90 Sep 30, 2020 (1) The end of period gold price is the LBMA Gold Price PM on the last business day of the period. This is in accordance with the Trust Indenture and the basis used for calculating the Net Asset Value of the Trust. (2) There was no LBMA Gold Price PM on the last business day of December 2018 and 2019. The LBMA Gold Price AM on the last business day of December 2018 and 2019 was $1,281.65 and $1,523.00, respectively. The Net Asset Value of the Trust on December 31, 2018 and December 31, 2019 was calculated using the LBMA Gold Price AM, in accordance with the Trust Indenture.