Item 9A. Controls and Procedures
Item 9A. Controls and Procedures.
 
Disclosure Controls and Procedures
 
The duly authorized officers of the Sponsor performing functions equivalent to those a principal executive officer and principal financial officer of the Trust would perform if the Trust had any officers, with the participation of the Trustee, have evaluated the effectiveness of the Trust’s disclosure controls and procedures, and have concluded that the disclosure controls and procedures of the Trust were effective as of the end of the period covered by this report to provide reasonable assurance that information required to be disclosed in the reports that the Trust files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported, within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to the duly authorized officers of the Sponsor performing functions equivalent to those a principal executive officer and principal financial officer of the Trust would perform if the Trust had any officers, as appropriate to allow timely decisions regarding required disclosure.
 
There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures.
 
Management ’ s Report on Internal Control over Financial Reporting
 
The Sponsor’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f) and 15d-15(f). The Trust’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America. Internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Trust’s assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that the Trust’s receipts and expenditures are being made only in accordance with appropriate authorizations and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Trust’s assets that could have a material effect on the financial statements.
 
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become ineffective because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
 
The Sponsor's management, including the principal executive officer and principal financial officer of the Sponsor, assessed the effectiveness of the Trust’s internal control over financial reporting as of December 31, 2022. In making its assessment, the Sponsor’s management has utilized the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its report entitled Internal Control – Integrated Framework (2013) . Based on their assessment and those criteria, the Sponsor's management concluded that the Trust maintained effective internal control over financial reporting as of December 31, 2022.
 
The effectiveness of the Trust’s internal control over financial reporting as of December 31, 2022 has been audited by PricewaterhouseCoopers LLP, the independent registered public accounting firm that audited and reported on the financial statements included in this Form 10-K, as stated in their report which is included herein.
 
Changes in Internal Control over Financial Reporting
 
There were no changes in the Trust’s internal control over financial reporting that occurred during the Trust’s fourth fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Trust’s internal control over financial reporting.
 
 
Item 9B. Other Information.
 
Not applicable.
 
 
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
 
Not applicable.
 
20
Table of Contents
 
PART III
 
Item 10. Directors, Executive Officers and Corporate Governance.
 
The Trust does not have any directors, officers or employees. The following persons, in their respective capacities as directors or executive officers of the Sponsor, a Delaware limited liability company, perform certain functions with respect to the Trust that, if the Trust had directors or executive officers, would typically be performed by them.
 
Shannon Ghia is the President and Chief Executive Officer, and Bryan Bowers is the Chief Financial Officer of the Sponsor.
 
The Sponsor is managed by a Board of Directors composed of Philip Jensen, Peter Landini, Kimun Lee, Shannon Ghia and Bryan Bowers.
 
Shannon Ghia, 46, has served as a Director of the Sponsor since March 2022 and became a principal of the Sponsor on April 18, 2022. Ms. Ghia is a Managing Director of BlackRock and has served as Global Co-Head of ETF Markets since January 1, 2022. ETF Markets encompasses the Global Markets and Product Engineering teams within EII Markets and Investments (“the Engine”) of BlackRock’s ETF and Index Investing organization. The Engine teams drive investment integrity and market quality in BlackRock’s ETF and index portfolios. Global Markets and Product Engineering together strive to safeguard ETF trading, evolve the ETF ecosystem and develop best-in-class products with enduring integrity that promote clients’ financial well‑being. From January 1, 2016 to December 31, 2021, Ms. Ghia served as the U.S. Head of iShares Global Markets and was responsible for overseeing primary and secondary trading of the iShares ETF suite and developing the ETF ecosystem. In this capacity, Ms. Ghia built out the ETF trading platform and operational best practices to support a greater complexity of products and an acceleration in trading volumes. She also worked closely with exchanges, ETF service providers and liquidity providers to promote ETF market quality. Ms. Ghia’s service with BlackRock or its affiliates dates to 2002, including her years with Barclays Global Investors. Ms. Ghia earned a BA degree in Business / Economics with an emphasis in Accounting from the University of California, Santa Barbara.
 
Bryan Bowers, 47, has been employed by BlackRock or its affiliates since September 6, 2011, performing supervisory and managerial functions. Since October 4, 2021, Mr. Bowers has served as a Director of BlackRock and manages the Product Oversight and Governance team within BlackRock’s Global Accounting and Product Services (“GAAPS”) function. In that capacity, Mr. Bowers oversees fund accounting operations, strategic product initiatives, fund certifications, accounting policies and provides support to the Audit Committee of the Board for each iShares Trust, iShares, Inc. and iShares U.S. ETF Trust. From September 1, 2014 to October 3, 2021, Mr. Bowers served as a Director on the Global Financial Reporting on the Business Operations & Technology team within BlackRock’s GAAPS function. From September 6, 2011 to August 31, 2014, Mr. Bowers served as a Vice President on BlackRock’s Fund Administration team. Prior to joining BlackRock, Mr. Bowers served as an Assistant Vice President of State Street Corporation or its affiliates, where he served as a Unit Manager within the Global and Corporate Bond Accounting Units from September 1, 2007 to September 4, 2011. Mr. Bowers earned his B.S. degree in accounting from Stockton University.
 
Philip Jensen , 64, is Chairman of the Sponsor’s audit committee. In June 2001, Mr. Jensen joined Paul Capital Partners, an investment firm focusing on the secondary private equity and healthcare markets, for which he presently serves as Partner and previously served as Chief Operating Officer from 2002 to 2020. Mr. Jensen received his Bachelor of Science from San Francisco State University and practiced as a California Certified Public Accountant through 1992.
 
Peter Landini, 71 , is a member of the Sponsor’s audit committee. In January 2003, Mr. Landini joined RBP Investment Advisors, Inc., a financial planning consultancy firm, for which he presently serves as Partner and Wealth Manager. Mr. Landini received his Bachelor of Science in accounting from Santa Clara University and an MBA in finance from Golden Gate University. Mr. Landini is a certified financial planner.
 
Kimun Lee, 76, is a member of the Sponsor’s audit committee. Mr. Lee is a California-registered investment adviser and has conducted his consulting business under the name Resources Consolidated since January 1980. Since September 2010, Mr. Lee has served as a member of the board of directors of Firsthand Technology Value Fund, Inc., a mutual fund company. Since April 2013, Mr. Lee has served as a member of the board of trustees of Firsthand Funds, a mutual fund company. Since April 2014, Mr. Lee has served as a member of the board of trustees of FundX Investment Trust, a mutual fund company. Until January 2005, Mr. Lee also served as a member of the board of directors of Fremont Mutual Funds, Inc., a mutual fund company. Mr. Lee received his Bachelor of Arts from the University of the Pacific and an MBA from University of Nevada, Reno. He also completed the executive education program on corporate governance at Stanford Graduate School of Business.
 
The Sponsor has a code of ethics (the “Code of Ethics”) that applies to its executive officers, including its Chief Executive Officer, President, Chief Financial Officer and Treasurer, who perform certain functions with respect to the Trust that, if the Trust had executive officers would typically be performed by them. The Code of Ethics is available by writing the Sponsor at 400 Howard Street, San Francisco, CA 94105 or calling the Sponsor at (415) 670-2000. The Sponsor’s Code of Ethics is intended to be a codification of the business and ethical principles that guide the Sponsor, and to deter wrongdoing, to promote (1) honest and ethical conduct (including the ethical handling of actual or apparent conflicts of interest), (2) full, fair, accurate, timely and understandable disclosure in public reports, documents and communications, (3) compliance with applicable laws and governmental rules and regulations, (4) the prompt internal reporting of violations of the Code of Ethics and (5) accountability for adherence to the Code of Ethics.
 
 
Item 11. Executive Compensation.
 
The Trust has no employees, officers or directors. The Trust is managed by the Sponsor and pays the Sponsor the Sponsor’s fee. For the year ended December 31, 2022, the Trust has incurred Sponsor’s fees of $773,425.
 
21
Table of Contents
 
 
 
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
 
Securities Authorized for Issuance under Equity Compensation Plans
 
Not applicable.
 
Security Ownership of Certain Beneficial Owners and Management
 
Not applicable.
 
 
Item 13. Certain Relationships and Related Transactions, and Director Independence.
 
See Item 11 above.
 
 
Item 14. Principal Accounting Fees and Services.
 
Audit and Non-Audit Fees
 
The table below summarizes the fees for services performed by PricewaterhouseCoopers LLP for the years ended December 31, 2022 and the period from June 15, 2021 (Date of inception) to December 31, 2021.
 
 
 
2022
 
 
2021
 
Audit fees
 
$
 61,800
 
 
$
 49,250
 
Audit Related Fees (a)
 
 
—
 
 
 
—
 
Tax fees
 
 
—
 
 
 
—
 
All other fees
 
 
—
 
 
 
—
 
Total
 
$
 61,800
 
 
$
 49,250
 
 
(a)
Amount represents fees billed for review of the regulatory filings.
 
Approval of Independent Registered Public Accounting Firm Services and Fees
 
The audit committee of the Board of Directors of the Sponsor approved, prior to the commencement of the engagement, the engagement of and compensation to be paid to PricewaterhouseCoopers LLP as auditors of the Trust.
 
22
Table of Contents
 
Part IV
 
Item 15. Exhibits, Financial Statement Schedules.
 
Financial Statements
 
See Index to Financial Statements on Page F-1 for a list of the financial statements being filed as part of this report.
 
Financial Statement Schedules
 
Schedules have been omitted since they are either not required, not applicable or the information has otherwise been included.
 
Exhibits
 
The following documents are filed herewith or incorporated herein and made a part of this Annual Report:
 
Exhibit No.
 
Description
4.1
 
First Amended and Restated Depositary Trust Agreement incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed by the Registrant on January 31, 2022
 
 
 
4.2
 
First Amendment to First Amended and Restated Depositary Trust Agreement incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed by the Registrant on October 25, 2022
 
 
 
4.3
 
Standard Terms for Authorized Participant Agreements is incorporated by reference to Exhibit 4.2 of the Registration Statement on Form S-1 (File No. 333-253614) filed by the Registrant on June 21, 2021
 
 
 
4.4
 
Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934 incorporated by reference to Exhibit 4.3 of the Annual Report on Form 10-K filed by the Registrant on March 1, 2022
 
 
 
10.1
 
Custodian Agreement between The Bank of New York Mellon and JP Morgan Chase Bank N.A., London branch is incorporated by reference to Exhibit 10.1 of the Registration Statement on Form S-1 (File No. 333-253614) filed by the Registrant on June 21, 2021
 
 
 
10.2
 
Sub-license Agreement is incorporated by reference to Exhibit 10.2 of the Registration Statement on Form S-1 (File No. 333-262546) filed by the Registrant on February 4, 2022
 
 
 
23.1
 
Consent of PricewaterhouseCoopers LLP
 
 
 
31.1
 
Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
 
 
31.2
 
Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
 
 
 
32.1
 
Certification by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002
 
 
 
32.2
 
Certification by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002
 
 
 
101.INS
 
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
 
 
 
101.SCH
 
Inline XBRL Taxonomy Extension Schema Document
 
 
 
101.CAL
 
Inline XBRL Taxonomy Extension Calculation Linkbase Document
 
 
 
101.DEF
 
Inline XBRL Taxonomy Extension Definition Linkbase Document
 
 
 
101.LAB
 
Inline XBRL Taxonomy Extension Label Linkbase Document
 
 
 
101.PRE
 
Inline XBRL Taxonomy Extension Presentation Linkbase Document
 
 
 
104
 
Cover Page Interactive Data File included as Exhibit 101 (embedded within the Inline XBRL document)
 
 
Item 16. Form 10-K Summary.
 
None.
 
23
Table of Contents
 
 
 
iShares ® Gold Trust Micro
Financial Statements
Index
 
Page
 
Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )
F-2
   
Statements of Assets and Liabilities at December 31, 2022 and 2021
F-3
   
Statements of Operations for the year ended December 31, 2022 and the period from June 15, 2021 (Date of Inception) to December 31, 2021
F-4
   
Statements of Changes in Net Assets for the years ended December 31, 2022 and the period from June 15, 2021 (Date of Inception) to December 31, 2021
F-5
   
Statements of Cash Flows for the years ended December 31, 2022 and the period from June 15, 2021 (Date of Inception) to December 31, 2021
F-6
   
Schedules of Investments at December 31, 2022 and 2021
F-7
   
Notes to Financial Statements
F-8
 
F-1
Table of Contents
 
Report of Independent Registered Public Accounting Firm
 
To the Sponsor and Shareholders of iShares   Gold Trust Micro
 
Opinion on the Financial Statements
 
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of iShares   Gold Trust Micro (the “Trust”) as of December 31, 2022 and 2021, and the related statements of operations, changes in net assets, and cash flows for the year ended December 31, 2022 and the period June 15, 2021 (date of inception) through December 31, 2021, including the related notes (collectively referred to as the “financial statements”). We also have audited the Trust’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
 
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Trust as of December 31, 2022 and 2021, and the results of its operations, changes in its net assets, and its cash flows for the year ended December 31, 2022 and the period June 15, 2021 (date of inception) through December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Trust maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
 
Basis for Opinion
 
The Sponsor’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Trust’s financial statements and on the Trust’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
 
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
 
Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
 
Definition and Limitations of Internal Control over Financial Reporting
 
A trust’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A trust’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Trust; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Trust are being made only in accordance with authorizations of the Sponsor’s management and the Sponsor of the Trust; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Trust’s assets that could have a material effect on the financial statements.
 
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
 
Critical Audit Matters
 
Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the financial statements and (ii) involved our especially challenging, subjective, or complex judgments. We determined there are no critical audit matters.
 
 
/s/ PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
February 23, 2023
 
We have served as the Trust’s auditor since 2021.
 
F-2
Table of Contents
 
 
iShares ®   Gold Trust Micro
Statements of Assets and Liabilities
At December 31, 2022 and 2021
 
    December 31,
 
    2022
    2021
 
Assets
               
Investment in gold bullion, at fair value (a)
  $ 1,127,908,719     $ 872,434,117  
Total Assets
    1,127,908,719       872,434,117  
                 
Liabilities
               
Sponsor’s fees payable
    64,547       49,995  
Total Liabilities
    64,547       49,995  
                 
Commitments and contingent liabilities (Note 6)
    —         —    
                 
Net Assets
  $ 1,127,844,172     $ 872,384,122  
                 
Shares issued and outstanding (b)
    62,300,000       47,950,000  
Net asset value per Share (Note 2C)
  $ 18.10     $ 18.19  
 
(a)
Cost of investment in gold bullion: $1,120,732,110 and $858,638,067, respectively.
(b)
No par value, unlimited amount authorized.
 
 
See notes to financial statements.
 
F-3
Table of Contents
 
 
iShares ®   Gold Trust Micro
Statements of Operations
For the year ended December 31, 2022 and the period from June 15, 2021 (Date of Inception) to December 31, 2021
 
 
 
Year Ended
December 31,
 
 
Period from
June 15,
2021 (Date of
Inception) to
December 31,
 
 
 
2022
 
 
2021
 
Expenses
 
 
 
 
 
 
 
 
Sponsor’s fees
 
$
1,539,270
 
 
$
499,193
 
Sponsor’s fees waiver
 
 
( 765,845
)
 
 
( 266,088
)
Total expenses
 
 
773,425
 
 
 
233,105
 
Net investment loss
 
 
( 773,425
)
 
 
( 233,105
)
 
 
 
 
 
 
 
 
 
Net Realized and Unrealized Gain (Loss)
 
 
 
 
 
 
 
 
Net realized gain (loss) from:
 
 
 
 
 
 
 
 
Gold bullion sold to pay expenses
 
 
( 2,481
)
 
 
( 392
)
Gold bullion distributed for the redemption of Shares
 
 
9,817,439
 
 
 
101,713
 
Net realized gain
 
 
9,814,958
 
 
 
101,321
 
Net change in unrealized appreciation/depreciation
 
 
( 6,619,441
)
 
 
13,796,050
 
Net realized and unrealized gain
 
 
3,195,517
 
 
 
13,897,371
 
 
 
 
 
 
 
 
 
 
Net increase in net assets resulting from operations
 
$
2,422,092
 
 
$
13,664,266
 
 
 
 
 
 
 
 
 
 
Net increase in net assets per Share (a)
 
$
0.04
 
 
$
0.40
 
 
(a)
Net increase in net assets per Share based on average shares outstanding during the period.
 
 
See notes to financial statements.
 
F-4
Table of Contents
 
 
iShares ®   Gold Trust Micro
Statements of Changes in Net Assets
For the year ended December 31, 2022 and the period from June 15, 2021 (Date of Inception) to December 31, 2021
 
 
 
Year Ended
December 31,
 
 
Period from
June 15, 2021
(Date of Inception)
to December 31,
 
 
 
2022
 
 
2021
 
Net Assets, Beginning of Period
 
$
872,384,122
 
 
$
9,325,500
 
 
 
 
 
 
 
 
 
 
Operations:
 
 
 
 
 
 
 
 
Net investment loss
 
 
( 773,425
)
 
 
( 233,105
)
Net realized gain
 
 
9,814,958
 
 
 
101,321
 
Net change in unrealized appreciation/depreciation
 
 
( 6,619,441
)
 
 
13,796,050
 
Net increase in net assets resulting from operations
 
 
2,422,092
 
 
 
13,664,266
 
 
 
 
 
 
 
 
 
 
Capital Share Transactions:
 
 
 
 
 
 
 
 
Contributions for Shares issued
 
 
568,682,673
 
 
 
885,306,489
 
Distributions for Shares redeemed
 
 
( 315,644,715
)
 
 
( 35,912,133
)
Net increase in net assets from capital share transactions
 
 
253,037,958
 
 
 
849,394,356
 
 
 
 
 
 
 
 
 
 
Increase in net assets
 
 
255,460,050
 
 
 
863,058,622
 
 
 
 
 
 
 
 
 
 
Net Assets, End of Period
 
$
1,127,844,172
 
 
$
872,384,122
 
 
 
 
 
 
 
 
 
 
Shares issued and redeemed
 
 
 
 
 
 
 
 
Shares issued
 
 
31,300,000
 
 
 
49,450,000
 
Shares redeemed
 
 
( 16,950,000
)
 
 
( 2,000,000
)
Net increase in Shares issued and outstanding
 
 
14,350,000
 
 
 
47,450,000
 
 
 
See notes to financial statements.
 
F-5
Table of Contents
 
 
iShares ®   Gold Trust Micro
Statements of Cash Flows
For the year ended December 31, 2022, and the period from June 15, 2021 (Date of Inception) to December 31, 2021
 
 
 
Year Ended
December 31,
 
 
June 15, 2021
(Date of Inception)
to December 31,
 
 
 
2022
 
 
2021
 
Cash Flows from Operating Activities
 
 
 
 
 
 
 
 
Proceeds from gold bullion sold to pay expenses
 
$
758,873
 
 
$
183,110
 
Expenses – Sponsor’s fees paid
 
 
( 758,873
)
 
 
( 183,110
)
Net cash provided by operating activities
 
 
—
 
 
 
—
 
Increase (decrease) in cash
 
 
—
 
 
 
—
 
Cash, beginning of period
 
 
—
 
 
 
—
 
Cash, end of period
 
$
—
 
 
$
—
 
 
 
 
 
 
 
 
 
 
Reconciliation of Net Increase (Decrease) in Net Assets Resulting from Operations to Net Cash Provided by (Used in) Operating Activities
 
 
 
 
 
 
 
 
Net increase in net assets resulting from operations
 
$
2,422,092
 
 
$
13,664,266
 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
 
 
 
 
 
 
 
 
Proceeds from gold bullion sold to pay expenses
 
 
758,873
 
 
 
183,110
 
Net realized (gain) loss
 
 
( 9,814,958
)
 
 
( 101,321
)
Net change in unrealized appreciation/depreciation
 
 
6,619,441
 
 
 
( 13,796,050
)
Change in operating assets and liabilities:
 
 
 
 
 
 
 
 
Sponsor’s fees payable
 
 
14,552
 
 
 
49,995
 
Net cash provided by (used in) operating activities
 
$
—
 
 
$
—
 
 
 
 
 
 
 
 
 
 
Supplemental disclosure of non-cash information:
 
 
 
 
 
 
 
 
Gold bullion contributed for Shares issued
 
$
568,682,673
 
 
$
885,306,489
 
Gold bullion distributed for Shares redeemed
 
$
( 315,644,715
)
 
$
( 35,912,133
)
 
 
See notes to financial statements.
 
F-6
Table of Contents
 
 
iShares ®   Gold Trust Micro
Schedules of Investments
At December 31, 2022 and 2021
 
December 31, 2022
 
Description
  Ounces
    Cost
    Fair Value
 
Gold Bullion
    622,347     $ 1,120,732,110     $ 1,127,908,719  
                         
Total Investments –  100.01%
                    1,127,908,719  
Less Liabilities – (0.01)%
                    ( 64,547 )
Net Assets – 100.00%
                  $ 1,127,844,172  
 
December 31, 2021
 
Description
  Ounces
    Cost
    Fair Value
 
Gold bullion
    479,334     $ 858,638,067     $ 872,434,117  
                         
Total Investments – 100.01%
                    872,434,117  
Less Liabilities – (0.01)%
                    ( 49,995 )
Net Assets – 100.00%
                  $ 872,384,122  
 
 
See notes to financial statements.
 
F-
7
Table of Contents
 
iShares ®   Gold Trust Micro
Notes to Financial Statements
December 31, 2022
 
 
1 - Organization
 
The iShares Gold Trust Micro (the “Trust”) was organized on June 15, 2021 as a New York trust. The trustee is The Bank of New York Mellon (the “Trustee”), which is responsible for the day-to-day administration of the Trust. The Trust’s sponsor is iShares Delaware Trust Sponsor LLC, a Delaware limited liability company (the “Sponsor”). The Trust is governed by the provisions of the First Amended and Restated Depositary Trust Agreement (the “Trust Agreement”) executed by the Trustee and the Sponsor as of January 31, 2022. The Trust issues units of beneficial interest (“Shares”) representing fractional undivided beneficial interests in its net assets.
 
The Trust seeks to reflect generally the performance of the price of gold. The Trust seeks to reflect such performance before payment of the Trust’s expenses and liabilities. The Trust is designed to provide a vehicle for investors to make an investment similar to an investment in gold.
 
The Trust qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended.
 
 
2 - Significant Accounting Policies
 
A.
Basis of Accounting
 
The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
 
B.
Gold Bullion
 
JPMorgan Chase Bank N.A., London branch (the “Custodian”), is responsible for the safekeeping of gold bullion owned by the Trust.
 
Fair value of the gold bullion held by the Trust is based on that day’s London Bullion Market Association (“LBMA”) Gold Price PM. “LBMA Gold Price PM” is the price per fine troy ounce of gold, stated in U.S. dollars, determined by ICE Benchmark Administration (“IBA”) following an electronic auction consisting of one or more 30 - second rounds starting at 3:00 p.m. (London time), on each day that the London gold market is open for business and published shortly thereafter. If there is no LBMA Gold Price PM on any day, the Trustee is authorized to use the most recently announced price of gold determined in an electronic auction hosted by IBA that begins at 10:30 a.m. (London time) (“LBMA Gold Price AM”) unless the Trustee, in consultation with the Sponsor, determines that such price is inappropriate as a basis for evaluation.
 
Gain or loss on sales of gold bullion is calculated on a trade date basis using the average cost method.
 
The following tables summarize activity in gold bullion for the year ended December 31, 2022 and the period from June 15, 2021 ( Date of Inception) to December 31, 2021:
 
Year Ended December 31, 2022
  Ounces
    Cost
    Fair
Value
    Realized
Gain (Loss)
 
Beginning balance
    479,334     $ 858,638,067     $ 872,434,117     $ —  
Gold bullion contributed
    312,815       568,682,673       568,682,673       —  
Gold bullion distributed
    ( 169,380 )     ( 305,827,276 )     ( 315,644,715 )     9,817,439  
Gold bullion sold to pay expenses
    ( 422 )     ( 761,354 )     ( 758,873 )     ( 2,481 )
Net realized gain
    —       —       9,814,958       —  
Net change in unrealized appreciation/depreciation
    —       —       ( 6,619,441 )     —  
Ending balance
    622,347     $ 1,120,732,110     $ 1,127,908,719     $ 9,814,958  
 
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Period from June 15, 2021 (Date of Inception) to December 31, 2021:
  Ounces
    Cost
    Fair Value
    Realized
Gain (Loss)
 
Beginning balance
    5,000     $ 9,325,500     $ 9,325,500     $ —  
Gold bullion contributed
    494,428       885,306,489       885,306,489       —  
Gold bullion distributed
    ( 19,992 )     ( 35,810,420 )     ( 35,912,133 )     101,713  
Gold bullion sold to pay expenses
    ( 102 )     ( 183,502 )     ( 183,110 )     ( 392 )
Net realized gain
    —       —       101,321       —  
Net change in unrealized appreciation/depreciation
    —       —       13,796,050       —  
Ending balance
    479,334     $ 858,638,067     $ 872,434,117     $ 101,321  
 
C.
Calculation of Net Asset Value
 
On each business day, as soon as practicable after 4:00 p.m. (New York time), the net asset value of the Trust is obtained by subtracting all accrued fees, expenses and other liabilities of the Trust from the fair value of the gold and other assets held by the Trust. The Trustee computes the net asset value per Share by dividing the net asset value of the Trust by the number of Shares outstanding on the date the computation is made.
 
D.
Offering of the Shares
 
Trust Shares are issued and redeemed continuously in aggregations of 50,000 Shares in exchange for gold bullion rather than cash. Individual investors cannot purchase or redeem Shares in direct transactions with the Trust. The Trust only transacts with registered broker-dealers that are eligible to settle securities transactions through the book-entry facilities of the Depository Trust Company and that have entered into a contractual arrangement with the Trustee and the Sponsor governing, among other matters, the creation and redemption of Shares (such broker-dealers, the “Authorized Participants”). Holders of Shares of the Trust may redeem their Shares at any time acting through an Authorized Participant and in the prescribed aggregations of 50,000 Shares; provided , that redemptions of Shares may be suspended during any period while regular trading on NYSE Arca, Inc. (“NYSE Arca”) is suspended or restricted, or in which an emergency exists as a result of which delivery, disposal or evaluation of gold is not reasonably practicable.
 
The per Share amount of gold exchanged for a purchase or redemption represents the per Share amount of gold held by the Trust, after giving effect to its liabilities.
 
When gold bullion is exchanged in settlement of a redemption, it is considered a sale of gold bullion for accounting purposes.
 
Share activities for the year ended December 31, 2022 and the period from June 15, 2021 ( Date of Inception) to December 31, 2021:
 
    December 31,
 
    2022
    2021 (a)(b)
 
    Shares
    Amount
    Shares
    Amount
 
Shares issued
    31,300,000     $ 568,682,673       49,450,000     $ 885,306,489  
Shares redeemed
    ( 16,950,000 )     ( 315,644,715 )     ( 2,000,000 )     ( 35,912,133 )
Net increase
    14,350,000     $ 253,037,958       47,450,000     $ 849,394,356  
 
(a)
Period from June 15, 2021 ( date of inception) to December 31, 2021.
(b)
BlackRock Financial Management, Inc. (the “Seed Capital Investor”), contributed 5,000 ounces of Gold in exchange for 500,000 shares (the “Seed Creation Baskets”) on June 15, 2021 for the benefit of BlackRock Financial Management, Inc. At contribution, the value of the gold deposited with the Trust was based on the price of an ounce of gold of $ 1,865.10 . The Seed Capital Investor is an affiliate of the Sponsor. The Seed Capital Investor did not not receive from the Trust, the Sponsor or any of their affiliates any fee or other compensation in connection with the sale of the Seed Creation Baskets. At December 31, 2021, the Seed Capital Investor no longer owned any shares of the Trust.
 
E.
Federal Income Taxes
 
The Trust is treated as a grantor trust for federal income tax purposes and, therefore, no provision for federal income taxes is required. Any interest, expenses, gains and losses are passed through to the holders of Shares of the Trust.
 
The Sponsor has analyzed applicable tax laws and regulations and their application to the Trust as of December 31, 2022 and does not believe that there are any uncertain tax positions that require recognition of a tax liability.
 
 
3 - Trust Expenses
 
The Sponsor’s fee is accrued daily at an annualized rate equal to 0.09 % of the net asset value of the Trust, paid monthly in arrears. The Sponsor may, at its discretion and from time to time, waive all or a portion of the Sponsor’s fee for stated periods of time. The Sponsor is under no obligation to waive any portion of its fees and any such waiver shall create no obligation to waive any such fees during any period not covered by the waiver. The Sponsor has voluntarily agreed to waive a portion of the Sponsor’s fee so that the Sponsor’s fee after the fee waiver will not exceed 0.07 % through June 30, 2027. Although the Sponsor has no current intention of doing so, because the fee waiver is voluntary, the Sponsor may revert to the 0.09 % fee prior to June  30,   2027. Should the Sponsor choose to revert to the 0.09 % fee (or an amount higher than 0.07 % but no greater than 0.09 % annualized), prior to June  30,   2027, it will provide shareholders with at least 30 days’ prior written notice of such change through either a prospectus supplement to its registration statement or through a report furnished on Form 8 -K. Prior to October 25, 2022, the Sponsor’s fee was accrued daily at an annualized rate equal to 0.15 % of the net asset value of the Trust, paid monthly in arrears. For the year ended December 31, 2022, the amount waived was $ 765,845 .
 
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4 - Related Parties
 
The Sponsor and the Trustee are considered to be related parties to the Trust. The Trustee’s fee is paid by the Sponsor and is not a separate expense of the Trust.
 
 
5 - Indemnification
 
The Trust Agreement provides that the Trustee shall indemnify the Sponsor, its directors, employees and agents against, and hold each of them harmless from, any loss, liability, cost, expense or judgment (including reasonable fees and expenses of counsel) (i) caused by the negligence or bad faith of the Trustee or (ii) arising out of any information furnished in writing to the Sponsor by the Trustee expressly for use in the registration statement, or any amendment thereto or periodic or other report filed with the SEC relating to the Shares that is not materially altered by the Sponsor.
 
The Trust Agreement provides that the Sponsor and its shareholders, directors, officers, employees, affiliates (as such term is defined under the Securities Act of 1933, as amended) and subsidiaries shall be indemnified from the Trust and held harmless against any loss, liability or expense incurred without their ( 1 ) negligence, bad faith, willful misconduct or willful malfeasance arising out of or in connection with the performance of their obligations under the Trust Agreement or any actions taken in accordance with the provisions of the Trust Agreement or ( 2 ) reckless disregard of their obligations and duties under the Trust Agreement.
 
The Trust has agreed that the Custodian will only be responsible for any loss or damage suffered by the Trust as a direct result of the Custodian’s negligence, fraud or willful default in the performance of its duties.
 
 
6 - Commitments and Contingent Liabilities
 
In the normal course of business, the Trust may enter into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred.
 
 
7 - Concentration Risk
 
Substantially all of the Trust’s assets are holdings of gold bullion, which creates a concentration risk associated with fluctuations in the price of gold. Accordingly, a decline in the price of gold will have an adverse effect on the value of the Shares of the Trust. Factors that may have the effect of causing a decline in the price of gold include large sales by the official sector (governments, central banks, and related institutions); a significant increase in the hedging activities of gold producers; significant changes in the attitude of speculators, investors and other market participants towards gold; global gold supply and demand; global or regional political, economic or financial events and situations; investors’ expectations with respect to the rate of inflation; interest rates; investment and trading activities of hedge funds and commodity funds; other economic variables such as income growth, economic output, and monetary policies; and investor confidence.
 
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8 - Financial Highlights
 
The following financial highlights relate to investment performance and operations for a Share outstanding for the year ended December 31, 2022, and the period from June 15, 2021 ( Date of Inception) to December 31, 2021.
 
    Year Ended
December 31,
2022
    June 15, 2021
(Date of Inception)
to December 31,
2021
 
Net asset value per Share, beginning of period
  $ 18.19     $ 18.65  
                 
Net investment loss (a)
    ( 0.01 )     ( 0.01 )
Net realized and unrealized loss (b)
    ( 0.08 )     ( 0.45 )
Net decrease in net assets from operations
    ( 0.09 )     ( 0.46 )
Net asset value per Share, end of period
  $ 18.10     $ 18.19  
                 
Total return, at net asset value (c)
    ( 0.49 )%     
( 2.47 )% (d)
                 
Ratio to average net assets:
               
Net investment loss
    ( 0.07 )%     
( 0.07 )% (e)
Total expenses
    0.14 %     
0.15 % (e)
Total expenses after fees waived
    0.07 %     
0.07 % (e)
 
(a)
Based on average Shares outstanding during the period.
(b)
The amounts reported for a Share outstanding may not accord with the change in aggregate gains and losses on investment for the period due to the timing of Trust Share transactions in relation to the fluctuating fair values of the Trust’s underlying investment.
(c)
Based on the change in net asset value of a Share during the period.
(d)
Percentage is not annualized.
(e)
Percentage is annualized.
 
 
9 - Investment Valuation
 
U.S. GAAP defines fair value as the price the Trust would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Trust’s policy is to value its investment at fair value.
 
Various inputs are used in determining the fair value of assets and liabilities. Inputs may be based on independent market data (“observable inputs”) or they may be internally developed (“unobservable inputs”). These inputs are categorized into a disclosure hierarchy consisting of three broad levels for financial reporting purposes. The level of a value determined for an asset or liability within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are as follows:
 
  Level 1 − 
Unadjusted quoted prices in active markets for identical assets or liabilities;
 
  Level 2 − 
Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means; and
 
  Level 3 − 
Unobservable inputs that are unobservable for the asset or liability, including the Trust’s assumptions used in determining the fair value of investments.
 
At December 31, 2022 and December 31, 2021, the value of the gold bullion held by the Trust is categorized as Level 1.
 
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SIGNATURES
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned in the capacities* indicated thereunto duly authorized.
 
iShares Delaware Trust Sponsor LLC,
Sponsor of the iShares Gold Trust (registrant)
 
/s/ Shannon Ghia
Shannon Ghia
Director, President and Chief Executive Officer
(Principal executive officer)
 
Date:
February 23, 2023
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities* and on the dates indicated.
 
/s/ Shannon Ghia
Shannon Ghia
Director, President and Chief Executive Officer
(Principal executive officer)
 
Date:
February 23, 2023
 
 
/s/ Bryan Bowers
Bryan Bowers
Director and Chief Financial Officer
(Principal financial and accounting officer)
 
Date:
February 23, 2023
 
 
/s/ Philip Jensen
Philip Jensen
Director
 
Date:
February 23, 2023
 
 
/s/ Peter Landini
Peter Landini
Director
 
Date:
February 23, 2023
 
 
/s/ Kimun Lee
Kimun Lee
Director
 
Date:
February 23, 2023
 
*    The registrant is a trust and the persons are signing in their respective capacities as officers or directors of iShares Delaware Trust Sponsor LLC, the Sponsor of the registrant.
 
 
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.