What changed in this filing

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Item 1. Business

2026-02-27 compared with 2025-02-19 · 33 added, 17 removed, 288 unchanged (15% of the section changed)

8 unchanged sentences

The Trust is a grantor trust formed under the laws of the State of New York.

The sponsor of the Trust is iShares Delaware Trust Sponsor LLC (the “Sponsor”), a Delaware limited liability company and an indirect subsidiary of BlackRock, Inc.

The sponsor of the Trust is iShares Delaware Trust Sponsor LLC (the “Sponsor”), a Delaware limited liability company and a consolidated subsidiary of BlackRock, Inc.

(“BlackRock”).

3 unchanged sentences

The Trust’s net asset value grew from $1,359,466,882 at December 31, 2024 to $6,029,172,796 at December 31, 2025, the Trust’s fiscal year end.

Outstanding Shares of the Trust decreased from 59,350,000 Shares outstanding at December 31, 2023 to 52,200,000 Shares outstanding at December 31, 2024.

The activities of the Trust are limited to (1) issuing Baskets in exchange for the gold deposited with the Custodian as consideration, (2) selling gold as necessary to cover the Sponsor’s fee, Trust expenses not assumed by the Sponsor and other liabilities, and (3) delivering gold in exchange for Baskets surrendered for redemption.

Outstanding Shares of the Trust increased from 52,200,000 Shares outstanding at December 31, 2024 to 140,400,000 Shares outstanding at December 31, 2025.

The activities of the Trust are limited to (1) issuing Baskets in exchange for the gold deposited with the Custodian as consideration, (2) selling gold as necessary to cover the Sponsor’s fees, Trust expenses not assumed by the Sponsor and other liabilities, and (3) delivering gold in exchange for Baskets surrendered for redemption.

The Trust is not actively managed.

It does not engage in any activities designed to obtain a profit from, or to ameliorate losses caused by, changes in the price of gold.

The Trust does not lend its gold.

In addition, the Custodian does not have the right to lend the Trust's gold held within the Trust’s accounts.

The Sponsor of the Trust maintains a website at www.ishares.com, through which the Trust’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), are made available free of charge after they have been filed or furnished to the Securities and Exchange Commission (the “SEC”).

The Sponsor also makes available on the website the list of the Trust's gold bars and the report from the most recent inspection of the premises where the Trust’s gold is warehoused.

Additional information regarding the Trust may also be found on the SEC’s EDGAR database at www.sec.gov.

45 unchanged sentences

The Custodian will remain responsible to the Trust for any gold held by any sub-custodian appointed by the Custodian to the same extent as if such gold were held by the Custodian itself.

The Trust does not lend its gold.

In addition, for the avoidance of doubt, the Custodian does not have the right to lend the Trust’s gold.

The Custodian has agreed to use reasonable care in the performance of its duties to the Trust, and 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.

13 unchanged sentences

and Bureau Veritas Commodities & Trade, Inc.

acting as authorized representatives of the Trustee pursuant to the foregoing provisions, inspected the premises where the Trust’s gold is warehoused and was inventoried on December 6, 2024 and issued their reports summarizing their findings.

Such reports are posted by the Sponsor on the Trust’s website.

acting as authorized representatives of the Trustee pursuant to the foregoing provisions, inspected the premises where the Trust’s gold is warehoused on December 5, 2025, and issued a report on December 17, 2025 summarizing their findings.

Such report is posted by the Sponsor on the Trust’s website.

Valuation of Gold ; Computation of Net Asset Value

15 unchanged sentences

Each auction is actively supervised by IBA staff.

London Branch, Coins ’N Things Inc., DRW Investments LLC, Goldman Sachs, HSBC Bank USA NA, Jane Street Global Trading, LLC, JPMorgan Chase Bank, N.A.

London Branch, Koch Supply and Trading LP, Marex, Morgan Stanley, Standard Chartered Bank, StoneX Financial Ltd and Toronto-Dominion Bank and Virtu Financial Global Markets, LLC.

As of the date of this report, information publicly available on IBA’s website indicates that the direct participants currently qualified to submit orders during the electronic auctions used for the daily determination of the LBMA Gold Price are Bank of China Limited, London Branch, Citibank N.A., London Branch, Coins ’N Things Inc., DRW Investments LLC, Goldman Sachs, HSBC Bank USA NA, Jane Street Global Trading, LLC, JPMorgan Chase Bank N.A., London Branch, Koch Supply and Trading LP, Marex, Morgan Stanley, Standard Chartered Bank, StoneX Financial Ltd, Toronto-Dominion Bank and Virtu Financial Global Markets, LLC.

If there is no LBMA Gold Price PM on any day, the Trustee is authorized to use the most recently announced LBMA Gold Price AM unless the Trustee, in consultation with the Sponsor, determines that such price is inappropriate as a basis for evaluation.

3 unchanged sentences

Trust Expenses

The Trust’s only ordinary recurring expense is expected to be the Sponsor’s fee.

In exchange for the Sponsor’s fee, the Sponsor has agreed to assume the following administrative and marketing expenses incurred by the Trust:

The Trust’s only ordinary recurring expense is expected to be the Sponsor’s fees.

In exchange for the Sponsor’s fees, the Sponsor has agreed to assume the following administrative and marketing expenses incurred by the Trust:

the Trustee’s fee, the Custodian’s fee, NYSE Arca listing fees, SEC registration fees, printing and mailing costs, audit fees and expenses, and up to $500,000 per annum in legal fees and expenses.

1 unchanged sentence

To the extent that the Sponsor does not voluntarily assume such fees and expenses, they will be the responsibility of the Trust.

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’s fees 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 fees 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.

The Sponsor has voluntarily agreed to waive a portion of the Sponsor’s fees so that the Sponsor’s fees 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.

1 unchanged sentence

For the year ended December 31, 2025, the amount waived was $671,669.

The Trustee will, when directed by the Sponsor, and, in the absence of such direction, may, in its discretion, sell gold in such quantity and at such times, as may be necessary to permit payment of the Sponsor’s fee and of Trust expenses or liabilities not assumed by the Sponsor.

The Trustee will, when directed by the Sponsor, and, in the absence of such direction, may, in its discretion, sell gold in such quantity and at such times, as may be necessary to permit payment of the Sponsor’s fees and of Trust expenses or liabilities not assumed by the Sponsor.

The Trustee is authorized to sell gold at such times and in the smallest amounts required to permit such payments as they become due, it being the intention to avoid or minimize the Trust’s holdings of assets other than gold.

34 unchanged sentences

NYSE Arca also publishes the Basket Gold Amount determined by the Trustee as indicated above.

Because the Sponsor has assumed what are expected to be most of the Trust’s expenses and the Sponsor’s fee accrues daily at the same rate, in the absence of any extraordinary expenses or liabilities, the amount of gold by which the Basket Gold Amount decreases each day is predictable.

Because the Sponsor has assumed what are expected to be most of the Trust’s expenses and the Sponsor’s fees accrue daily at the same rate, in the absence of any extraordinary expenses or liabilities, the amount of gold by which the Basket Gold Amount decreases each day is predictable.

The Trustee intends to make available on each business day through the same channels used to disseminate the actual Basket Gold Amount determined by the Trustee as indicated above an indicative Basket Gold Amount for the next business day.

119 unchanged sentences

Shareholder of a trade or business in the United States and certain other conditions are met.

Estate Tax Considerations for Non-U.S.

Individuals who are neither citizens nor residents of the United States, as determined for U.S.

federal estate tax purposes, (collectively, “Non-U.S.

Residents”) may be subject to estate tax on “U.S.

situs” property they own or are treated as owning at the time of death.

Tangible personal property (including gold) is treated as having U.S.

situs if it is physically located in the United States.

Shares may be considered to have U.S.

situs, in which case they would be includible in the U.S.

gross estate of a Non-U.S.

Resident investor, unless an applicable tax treaty provides otherwise.

Residents considering an investment in Shares are urged to consult with their tax advisers regarding the potential application of U.S.

federal estate taxes to their Shares in their particular circumstances.

United States Information Reporting and Backup Withholding

8 unchanged sentences

The Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and/or Section 4975 of the Code impose certain requirements on:

(i) employee benefit plans and certain other plans and arrangements, including IRAs and annuities, Keogh plans and certain collective investment funds or insurance company general or separate accounts in which such plans or arrangements are invested, that are subject to Title I of ERISA and/or Section 4975 of the Code (collectively, “Plans”); and (ii) persons who are fiduciaries with respect to the investment of assets treated as “plan assets” within the meaning of U.S.

(i) employee benefit plans and certain other plans and arrangements, including IRAs and annuities, Keogh plans and certain collective investment funds or insurance company general or separate accounts in which such plans or arrangements are invested, that are subject to Part 4 of Subtitle B of Title I of ERISA and/or Section 4975 of the Code (collectively, “Plans”); and (ii) persons who are fiduciaries with respect to the investment of assets treated as “plan assets” within the meaning of U.S.

Department of Labor (“DOL”) regulation 29 C.F.R.

3 unchanged sentences

plans described in Section 4(b)(4) of ERISA, while not subject to the fiduciary responsibility and prohibited transaction provisions of Title I of ERISA or Section 4975 of the Code, may be subject to any federal, state, local, non-U.S.

law or regulation that is substantially similar to the foregoing provisions of ERISA and the Code.

or other law or regulation that is substantially similar to the foregoing provisions of ERISA and the Code.

Fiduciaries of any such plans are advised to consult with their counsel prior to an investment in the Shares.

7 unchanged sentences

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

What changed 10-K

Item 1. Business