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Item 1. Financial Statements

2025-11-06 compared with 2025-08-05 · 179 added, 60 removed, 364 unchanged (40% of the section changed)

2 unchanged sentences

Statements of Assets and Liabilities (Unaudited)

At June 30, 2025 and December 31, 2024

At September 30, 2025 and December 31, 2024

September 30,

Investment in bitcoin, at fair value (a)

4 unchanged sentences

88,048,832,473 51,553,591,311

74,832,516,005 51,553,591,311

Sponsor’s fees payable

1 unchanged sentence

Payable for investments purchased

112,341,832 —

Payable for capital shares redeemed

13 unchanged sentences

Statements of Operations (Unaudited)

For the three and six months ended June 30, 2025 and 2024

For the three and nine months ended September 30, 2025 and 2024

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Sponsor’s fees

Sponsor’s fees waived

Total expenses

Net investment loss

Net Realized and Unrealized Gain (Loss)

Net realized gain from:

Bitcoin sold to pay expenses

Bitcoin sold for the redemption of Shares

Net realized gain

Net change in unrealized appreciation/depreciation

$ 53,295,322 $ 13,122,598 $ 125,025,817 $ 28,844,181

Sponsor’s fees waived

— ( 1,633,880 ) ( 178,082 ) ( 4,324,550 )

Total expenses

53,295,322 11,488,718 124,847,735 24,519,631

Net investment loss

( 53,295,322 ) ( 11,488,718 ) ( 124,847,735 ) ( 24,519,631 )

Net Realized and Unrealized Gain (Loss)

14,506,802,148

( 2,100,568,957

Net realized gain (loss) from:

Bitcoin sold to pay expenses

14,927,710 ( 562,447 ) 31,055,787 892,683

Bitcoin sold for the redemption of Shares

444,379,757 ( 86,430 ) 1,323,162,716 786,458

Net increase (decrease) in net assets resulting from operations

Net realized gain (loss)

459,307,467 (b)

( 648,877 ) (c)

1,354,218,503 (d)

1,679,141 (e)

Net change in unrealized appreciation/depreciation

4,271,556,131 119,089,128 11,458,437,934 1,823,038,671

Net realized and unrealized gain

4,730,863,598 118,440,251 12,812,656,437 1,824,717,812

Net increase in net assets resulting from operations

$ 4,677,568,276 $ 106,951,533 $ 12,687,808,702 $ 1,800,198,181

Net increase in net assets per Share (a)

$ 3.59 $ 0.18 $ 11.13 $ 4.15

Net increase (decrease) in net assets per Share (a)

Net increase (decrease) in net assets per Share based on average shares outstanding during the period.

Net increase in net assets per Share based on average shares outstanding during the period.

Includes $462,736,525 of realized gains and $(3,429,058) of realized losses.

5 unchanged sentences

Statements of Changes in Net Assets (Unaudited)

For the three and six months ended June 30, 2025

Six Months Ended

June 30, 2025

For the three, six and nine months ended September 30, 2025

Nine Months Ended

September 30, 2025

Net Assets at December 31, 2024

1 unchanged sentence

Net investment loss

( 32,865,469 )

Net realized gain

15 unchanged sentences

Net investment loss

( 38,686,944 )

Net realized gain

14 unchanged sentences

$ 74,705,557,367

Net investment loss

( 53,295,322 )

Net realized gain

Net change in unrealized appreciation/depreciation

4,271,556,131

Net increase in net assets resulting from operations

4,677,568,276

Capital Share Transactions:

Contributions for Shares issued

10,028,050,081

Distributions for Shares redeemed

( 1,475,800,256 )

Net increase in net assets from capital share transactions

8,552,249,825

Increase in net assets

13,229,818,101

Net Assets at September 30, 2025

$ 87,935,375,468

Shares issued and redeemed

1 unchanged sentence

Shares redeemed

( 102,360,000 )

Net increase in Shares issued and outstanding

2 unchanged sentences

Statements of Changes in Net Assets (Unaudited)

For the three and six months ended June 30, 2024

Six Months Ended

June 30, 2024

For the three, six and nine months ended September 30, 2024

Nine Months Ended

September 30, 2024

Net Assets at December 31, 2023

Net investment loss

( 3,136,669 )

Net realized gain

14 unchanged sentences

Net investment loss

( 9,894,244 )

Net realized gain

7 unchanged sentences

Distributions for Shares redeemed

( 46,353,487 )

Net increase in net assets from capital share transactions

4 unchanged sentences

$ 19,449,621,956

Net investment loss

( 11,488,718 )

Net realized loss

Net change in unrealized appreciation/depreciation

Net increase in net assets resulting from operations

Capital Share Transactions:

Contributions for Shares issued

3,810,098,503

Distributions for Shares redeemed

( 35,985,368 )

Net increase in net assets from capital share transactions

3,774,113,135

Increase in net assets

3,881,064,668

Net Assets at September 30, 2024

$ 23,330,686,624

Shares issued and redeemed

1 unchanged sentence

Shares redeemed

( 2,444,000 )

Net increase in Shares issued and outstanding

2 unchanged sentences

Statements of Cash Flows (Unaudited)

For the six months ended June 30, 2025 and 2024

Six Months Ended

For the nine months ended September 30, 2025 and 2024

Nine Months Ended

September 30,

Cash Flows from Operating Activities

1 unchanged sentence

$ 12,687,808,702 $ 1,800,198,181

1,693,246,648

Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:

1 unchanged sentence

( 27,651,719,430 ) ( 21,589,313,309 )

( 17,792,752,818

Proceeds from bitcoin sold

4 unchanged sentences

( 11,458,437,934 ) ( 1,823,038,671 )

( 1,703,949,543

Change in operating assets and liabilities:

Sponsor’s fees payable

Net cash used in operating activities

7,018,075 3,881,475

Net cash used in operating activities

$ ( 22,081,930,500 ) $ ( 21,530,473,720 )

2 unchanged sentences

$ 27,653,215,147 $ 21,612,827,298

17,802,728,795

Payments for Shares redeemed

2 unchanged sentences

$ 22,081,844,397 $ 21,530,388,443

Net decrease in cash

$ ( 86,103 ) $ ( 85,277 )

Net increase (decrease) in cash

Cash, beginning of period

126,735 100,000

Cash, end of period

$ 40,632 $ 14,723

Supplemental disclosure of non-cash information:

Bitcoin purchased for Shares issued

$ 1,526,838,414 $ —

See notes to financial statements.

1 unchanged sentence

Schedules of Investments (Unaudited)

At June 30, 2025 and December 31, 2024

June 30, 2025

At September 30, 2025 and December 31, 2024

September 30, 2025

770,011 $ 62,337,415,997 $ 87,952,924,873

16 unchanged sentences

Notes to Financial Statements (Unaudited)

June 30, 2025

September 30, 2025

The iShares Bitcoin Trust ETF (the “Trust”) was organized on June 8, 2023 as a Delaware statutory trust.

9 unchanged sentences

The Trust’s registration statement on Form S- 1 relating to its continuous public offering of Shares was declared effective by the Securities and Exchange Commission (“SEC”) on January 10, 2024 ( Effective Date) and the Shares were listed on The Nasdaq Stock Market LLC (“NASDAQ”) on January 11, 2024.

On July 29, 2025, the SEC issued 19b - 4 orders permitting in-kind creations and redemptions by authorized participants for the Trust.

On July 31, 2025, the amendment to the Trust’s registration statement on Form S- 1 was declared effective.

As a result of these regulatory actions, the Trust is authorized to create and redeem shares with authorized participants on an in-kind basis.

The Trust seeks to reflect generally the performance of the price of bitcoin.

44 unchanged sentences

Gain or loss on sales of bitcoin is calculated on a trade date basis using the average cost method.

The following tables summarize activity in bitcoin for the three months ended June 30, 2025 and 2024:

Three Months Ended June 30, 2025

The following tables summarize activity in bitcoin for the three months ended September 30, 2025 and 2024:

Three Months Ended September 30, 2025

Beginning balance

696,875 $ 53,376,118,281 $ 74,720,071,026 $ —

Bitcoin purchased

Bitcoin purchased (a)

86,526 10,027,666,255 10,027,666,255 —

9 unchanged sentences

770,011 $ 62,337,415,997 $ 87,952,924,873 $ 459,307,467

Three Months Ended June 30, 2024

Includes Bitcoin purchased for Shares issued of $ 1,526,838,414 .

Three Months Ended September 30, 2024

Beginning balance

6 unchanged sentences

( 193 ) ( 11,212,559 ) ( 10,650,112 ) ( 562,447 )

Net realized gain

Net realized loss

— — ( 648,877 ) —

3 unchanged sentences

366,448 $ 21,511,514,705 $ 23,334,553,376 $ ( 648,877 )

The following tables summarize activity in bitcoin for the six months ended June 30, 2025 and 2024:

Six Months Ended June 30, 2025

The following tables summarize activity in bitcoin for the nine months ended September 30, 2025 and 2024:

Nine Months Ended September 30, 2025

Beginning balance

551,918 $ 37,372,942,571 $ 51,530,013,513 $ —

Bitcoin purchased

Bitcoin purchased (a)

277,414 29,274,422,450 29,274,422,450 —

9 unchanged sentences

770,011 $ 62,337,415,997 $ 87,952,924,873 $ 1,354,218,503

Six Months Ended June 30, 2024

Includes Bitcoin purchased for Shares issued of $ 1,526,838,414 .

Nine Months Ended September 30, 2024

Beginning balance

29 unchanged sentences

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 June 30, 2025 and does not believe that there are any uncertain tax positions that require recognition of a tax liability.

The Sponsor has analyzed applicable tax laws and regulations and their application to the Trust as of September 30, 2025 and does not believe that there are any uncertain tax positions that require recognition of a tax liability.

Segment Reporting

5 unchanged sentences

dollars or in-kind or any combination thereof.

For the six months ended June 30, 2025, the Sponsor’s fee was $ 71,730,495 .

For the nine months ended September 30, 2025, the Sponsor’s fee was $ 125,025,817 .

The Sponsor may, at its sole discretion and from time to time, waive all or a portion of the Sponsor’s fee for stated periods of time.

2 unchanged sentences

In the future, if the Sponsor decides to waive all or a portion of the Sponsor’s fee, Shareholders will be notified in a prospectus supplement, in its periodic Exchange Act reports and/or on the Trust’s website.

For the six months ended June 30, 2025, the amount waived was $ 178,082 .

For the nine months ended September 30, 2025, the amount waived was $ 178,082 .

The Sponsor has agreed to assume the marketing and the following administrative expenses of the Trust:

22 unchanged sentences

Financial Highlights

The following financial highlights relate to investment performance and operations for a Share outstanding for the three and six months ended June 30, 2025 and 2024.

The following financial highlights relate to investment performance and operations for a Share outstanding for the three and nine months ended September 30, 2025 and 2024.

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Net asset value per Share, beginning of period

$ 60.89 $ 36.07 $ 53.09 $ 25.00

Net investment loss (a)

Net realized and unrealized gain (loss) (b)

Net increase (decrease) in net assets from operations

( 0.04 ) ( 0.02 ) ( 0.11 ) ( 0.06 )

Net realized and unrealized gain (b)

3.98 0.18 11.85 11.29

Net increase in net assets from operations

3.94 0.16 11.74 11.23

Net asset value per Share, end of period

$ 64.83 $ 36.23 $ 64.83 $ 36.23

Total return, at net asset value (c)(d)

6.47 % 0.44 % 22.11 % 37.80 % (e)(f)

Ratio to average net assets:

Net investment loss (g)

( 0.25 )% ( 0.22 )% ( 0.25 )% ( 0.21 )%

Total expenses (g)

0.25 % 0.25 % 0.25 % 0.25 %

Total expenses after fees waived (g)

0.25 % 0.22 % 0.25 % 0.21 %

Based on average Shares outstanding during the period.

2 unchanged sentences

Percentage is not annualized.

For the period January 10, 2024 ( Effective Date) to June 30, 2024.

For the period January 1, 2024 to June 30, 2024, the Trust’s total return was 44.28 %.

For the period January 10, 2024 ( Effective Date) to September 30, 2024.

For the period January 1, 2024 to September 30, 2024, the Trust’s total return was 44.92 %.

Percentage is annualized.

10 unchanged sentences

Unobservable inputs that are unobservable for the asset or liability, including the Trust’s assumptions used in determining the fair value of investments.

At June 30, 2025, the value of the bitcoin held by the Trust is categorized as Level 1.

Subsequent Events

On July 29, 2025, the SEC issued 19b - 4 orders permitting in-kind creations and redemptions by authorized participants for the Trust.

On July 31, 2025, the amendment to the Trust's S- 1 registration statement was declared effective.

As a result of these regulatory actions, the Trust is authorized to create and redeem shares with authorized participants on an in-kind basis.

Other than the items noted above, there were no subsequent events requiring adjustment to, or additional disclosure in, the financial statements.

At September 30, 2025, the value of the bitcoin held by the Trust is categorized as Level 1.

Management ’ s Discussion and Analysis of Financial Condition and Results of Operations.

This information should be read in conjunction with the financial statements and notes to financial statements included in Item 1 of Part I of this Form 10‑Q.

The discussion and analysis that follows may contain statements that relate to future events or future performance.

In some cases, such forward‑looking statements can be identified by terminology such as “may,” “should,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or the negative of these terms or other comparable terminology.

These statements are only predictions.

Actual events or results may differ materially.

These statements are based upon certain assumptions and analyses made by the Sponsor on the basis of its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances.

Whether or not actual results and developments will conform to the Sponsor’s expectations and predictions, however, is subject to a number of risks and uncertainties, including the special considerations discussed below, general economic, market and business conditions, changes in laws or regulations, including those concerning taxes, made by governmental authorities or regulatory bodies, and other world economic and political developments.

Although the Sponsor does not make forward-looking statements unless it believes it has a reasonable basis for doing so, the Sponsor cannot guarantee their accuracy.

Except as required by applicable disclosure laws, neither the Trust nor the Sponsor is under a duty to update any of the forward-looking statements to conform such statements to actual results or to a change in the Sponsor’s expectations or predictions.

The iShares Bitcoin Trust ETF (the “Trust”) is a Delaware statutory trust.

The Trust does not have any officers, directors, or employees, and is administered by the Third Amended and Restated Trust Agreement dated as of June 27, 2025, among iShares Delaware Trust Sponsor LLC (the “Sponsor”), BlackRock Fund Advisors (the “Trustee”) and Wilmington Trust, National Association, a national association (the “Delaware Trustee”).

The Trust issues shares (“Shares”) representing fractional undivided beneficial interests in its net assets.

The assets of the Trust consist primarily of bitcoin held by a custodian on behalf of the Trust.

The Trust is a passive investment vehicle and seeks to reflect generally the performance of the price of bitcoin.

The Trust seeks to reflect such performance before payment of the Trust’s expenses and liabilities.

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

The Trust issues and redeems Shares only in aggregations of 40,000 Shares (a “Basket”) or integral multiples thereof, based on the quantity of bitcoin attributable to each Share (net of accrued but unpaid Sponsor’s fee and any accrued but unpaid expenses or liabilities).

Only registered broker-dealers that have previously entered into an agreement with the Sponsor governing the terms and conditions of such issuance (such broker-dealers, the “Authorized Participants”), can place orders to receive Baskets in exchange for cash or bitcoin.

Baskets may be redeemed by the Trust in exchange for an amount of bitcoin corresponding to their redemption value or for the cash proceeds from selling the amount of bitcoin corresponding to their redemption value.

In connection with cash creations and redemptions, the Trust engages in bitcoin transactions for converting cash into bitcoin (in association with purchase orders) and bitcoin into cash (in association with redemption orders) by choosing, in its sole discretion, to trade directly with third parties (each, a “Bitcoin Trading Counterparty”), who are not registered broker-dealers pursuant to written agreements between such Bitcoin Trading Counterparties and the Trust, or choosing to trade through Coinbase, Inc.

(the “Prime Execution Agent”) acting in an agency capacity with third parties through its Coinbase Prime service pursuant to the Prime Execution Agent Agreement.

Shares of the Trust trade on The Nasdaq Stock Market LLC (“NASDAQ”) under the ticker symbol IBIT.

Valuation of Bitcoin ; The CF Benchmarks Index

On each day other than a Saturday or a Sunday, or a day on which NASDAQ is closed for regular trading (a “Business Day”), as soon as practicable after 4:00 p.m.

Eastern Time (“ET”), the Trust evaluates the bitcoin held by the Trust as reflected by the CME CF Bitcoin Reference Rate – New York Variant for the Bitcoin – U.S.

Dollar trading pair (the “CF Benchmarks Index”) and determines the net asset value of the Trust and the net asset value per Share (“NAV”).

CF Benchmarks Index is calculated as of 4:00 p.m.

The CF Benchmarks Index is designed based on the IOSCO Principles for Financial Benchmarks and is a Registered Benchmark under the UK Benchmark Regulations (“BMR”).

The administrator of the CF Benchmarks Index is CF Benchmarks Ltd.

(the “Index Administrator”) a UK incorporated company, authorized and regulated by the Financial Conduct Authority of the UK as a Benchmark Administrator, under the UK BMR.

The Trust is not aware of any trends, demands, conditions or events that are reasonably likely to result in material changes to its liquidity needs.

In exchange for a fee, the Sponsor has agreed to assume most of the expenses incurred by the Trust.

As a result, the only ordinary expense of the Trust during the period covered by this report was the Sponsor’s fee.

The Trust’s only source of liquidity is its sales of bitcoin.

Critical Accounting Policies

The financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States.

The preparation of these financial statements relies on estimates and assumptions that impact the Trust’s financial position and results of operations.

These estimates and assumptions affect the Trust’s application of accounting policies.

A description of the valuation of bitcoin, a critical accounting policy that the Trust believes is important to understanding its results of operations and financial position, is provided in the section entitled “Valuation of Bitcoin; The CF Benchmark Index,” above.

In addition, please refer to Note 2 to the financial statements included in this report for further discussion of the Trust’s accounting policies.

Results of Operations

The Quarter Ended September 30, 2025

The Trust’s net asset value increased from $74,705,557,367 at June 30, 2025 to $87,935,375,468 at September 30, 2025, a 17.71% increase.

The increase in the Trust’s net asset value resulted primarily from an increase in the number of outstanding Shares, which rose from 1,226,840,000 Shares at June 30, 2025 to 1,356,440,000 Shares at September 30, 2025, a consequence of 152,400,000 Shares (3,810 Baskets) being created and 22,800,000 Shares (570 Baskets) being redeemed during the quarter.

The increase in the Trust’s net asset value also benefited from an increase in the price of bitcoin, which rose 6.53% from $107,221.67 at June 30, 2025 to $114,223.01 at September 30, 2025.

The 6.47% increase in the NAV for purposes of the Trust’s periodic financial statements (“Financial Statement NAV”) from $60.89 at June 30, 2025 to $64.83 at September 30, 2025 is directly related to the 6.53% increase in the price of bitcoin.

The Financial Statement NAV increased slightly less than the price of bitcoin on a percentage basis due to the Sponsor’s fee, which was $53,295,322 for the quarter, or 0.06% of the Trust’s average weighted assets of $84,579,732,418 during the quarter.

The NAV of $69.44 on August 13, 2025 was the highest during the quarter, compared with a low during the quarter of $59.98 on July 1, 2025.

Net increase in net assets resulting from operations for the quarter ended September 30, 2025 was $4,677,568,276, resulting from a net realized gain of $14,927,710 from bitcoin sold to pay expenses, a net realized gain of $444,379,757 from bitcoin sold for the redemption of Shares and an unrealized gain on investment in bitcoin of $4,271,556,131, partially offset by a net investment loss of $53,295,322.

Other than the Sponsor’s fee of $53,295,322, the Trust had no expenses during the quarter.

The Nine-Month Period Ended September 30, 2025

The Trust’s net asset value increased from $51,519,566,547 at December 31, 2024 to $87,935,375,468 at September 30, 2025, a 70.68% increase.

The increase in the Trust’s net asset value resulted primarily from an increase in the number of outstanding Shares, which rose from 970,440,000 Shares at December 31, 2024 to 1,356,440,000 Shares at September 30, 2025, a consequence of 488,360,000 Shares (12,209 Baskets) being created and 102,360,000 Shares (2,559 Baskets) being redeemed during the period.

The increase in the Trust’s net asset value also benefited from an increase in the price of bitcoin, which rose 22.34% from $93,365.36 at December 31, 2024 to $114,223.01 at September 30, 2025.

The 22.11% increase in the Financial Statement NAV from $53.09 at December 31, 2024 to $64.83 at September 30, 2025 is directly related to the 22.34% increase in the price of bitcoin.

The Financial Statement NAV increased slightly less than the price of bitcoin on a percentage basis due to the net Sponsor’s fee, which was $124,847,735 for the period, or 0.19% of the Trust’s average weighted assets of $66,864,423,998 during the period.

The NAV of $69.44 on August 13, 2025 was the highest during the period, compared with a low during the period of $43.60 on April 8, 2025.

Net increase in net assets resulting from operations for the nine months ended September 30, 2025 was $12,687,808,702, resulting from a net realized gain of $31,055,787 from bitcoin sold to pay expenses, a net realized gain of $1,323,162,716 from bitcoin sold for the redemption of Shares and an unrealized gain on investment in bitcoin of $11,458,437,934, partially offset by a net investment loss of $124,847,735.

Other than the net Sponsor’s fee of $124,847,735, the Trust had no expenses during the period.

Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

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