What changed in this filing

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Item 1. Financial Statements

2026-05-07 compared with 2025-11-06 · 72 added, 205 removed, 338 unchanged (45% of the section changed)

2 unchanged sentences

Statements of Assets and Liabilities (Unaudited)

At September 30, 2025 and December 31, 2024

September 30,

At March 31, 2026 and December 31, 2025

Investment in bitcoin, at fair value (a)

1 unchanged sentence

21,295 38,894

Receivable for investments sold

Receivable for capital shares sold

53,396,245,151 67,415,803,249

Sponsor’s fees payable

Sponsor’s fee payable

11,498,433 14,648,005

Payable for investments purchased

Payable for capital shares redeemed

Total Liabilities

12 unchanged sentences

Statements of Operations (Unaudited)

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

For the three months ended March 31, 2026 and 2025

Three Months Ended

September 30,

Nine Months Ended

September 30,

Sponsor’s fees

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

Sponsor’s fees waived

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

Sponsor’s fee

Sponsor’s fee waived

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)

1 unchanged sentence

Bitcoin sold to pay expenses

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

Bitcoin sold for the redemption of Shares

1 unchanged sentence

Net realized gain (loss)

459,307,467 (b)

( 648,877 ) (c)

1,354,218,503 (d)

1,679,141 (e)

( 174,832,493

Net change in unrealized appreciation/depreciation

( 14,916,905,360

Net realized and unrealized gain

( 7,057,849,155

Net increase in net assets resulting from operations

Net realized and unrealized loss

( 15,091,737,853

Net increase in net assets per Share (a)

( 6,425,009,309

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.

Includes $2,603,378 of realized gains and $(3,252,255) of realized losses.

Net decrease in net assets resulting from operations

( 15,128,427,303

( 6,457,874,778

Net decrease in net assets per Share (a)

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

Includes $311,099,728 of bitcoin paid for the in-kind redemption of Shares.

Includes $925,972,811 of realized gains and $(1,100,805,304) of realized losses.

3 unchanged sentences

Statements of Changes in Net Assets (Unaudited)

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

Nine Months Ended

September 30, 2025

For the three months ended March 31, 2026

Three Months Ended

March 31, 2026

Net Assets at December 31, 2025

1 unchanged sentence

Net investment loss

Net realized loss

( 174,832,493

Net realized gain

Net change in unrealized appreciation/depreciation

13 unchanged sentences

53,384,746,718

Net investment loss

( 38,686,944 )

Net realized gain

Net change in unrealized appreciation/depreciation

14,244,730,958

Net increase in net assets resulting from operations

14,468,115,204

Capital Share Transactions:

Contributions for Shares issued

13,633,770,034

Distributions for Shares redeemed

( 1,171,825,263 )

Net increase in net assets from capital share transactions

12,461,944,771

Increase in net assets

26,930,059,975

Net Assets at June 30, 2025

$ 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

6 unchanged sentences

Statements of Changes in Net Assets (Unaudited)

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

Nine Months Ended

September 30, 2024

For the three months ended March 31, 2025

Three Months Ended

March 31, 2025

Net Assets at December 31, 2024

Net investment loss

51,519,566,547

Net realized gain

Net change in unrealized appreciation/depreciation

3,806,745,993

Net increase in net assets resulting from operations

3,803,709,849

Capital Share Transactions:

Contributions for Shares issued

13,985,175,033

Distributions for Shares redeemed

Net increase in net assets from capital share transactions

13,985,075,033

Increase in net assets

17,788,784,882

Net Assets at March 31, 2024

$ 17,788,884,882

Net investment loss

( 9,894,244 )

Net realized gain

10 unchanged sentences

2,713,805,623

Increase in net assets

1,660,737,074

Net Assets at June 30, 2024

$ 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

Decrease in net assets

( 3,744,069,155

Net Assets at September 30, 2024

Net Assets at March 31, 2025

47,775,497,392

2 unchanged sentences

Shares redeemed

( 2,444,000 )

Net increase in Shares issued and outstanding

2 unchanged sentences

Statements of Cash Flows (Unaudited)

For the nine months ended September 30, 2025 and 2024

Nine Months Ended

September 30,

For the three months ended March 31, 2026 and 2025

Three Months Ended

Cash Flows from Operating Activities

Net increase in net assets resulting from operations

Net decrease in net assets resulting from operations

( 15,128,427,303

( 6,457,874,778

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

1 unchanged sentence

( 1,687,685,141

( 5,598,303,582

Proceeds from bitcoin sold

5,045,440,236

Net realized (gain)

2,956,051,074

Net realized (gain) loss

( 632,839,846

Net change in unrealized appreciation/depreciation

14,916,905,360

7,057,849,155

Change in operating assets and liabilities:

Sponsor’s fees payable

Sponsor’s fee payable

Net cash provided by (used in) operating activities

3,317,916,073

Net cash used in operating activities

( 2,675,362,524

2 unchanged sentences

1,687,730,173

5,599,010,733

Payments for Shares redeemed

( 5,005,663,845

Net cash provided by financing activities

( 2,923,745,231

Net decrease in cash

Net cash provided by (used in) financing activities

( 3,317,933,672

Cash, beginning of period

2,675,265,502

Net decrease in cash

Cash, beginning of period

Cash, end of period

$ 40,632 $ 14,723

Supplemental disclosure of non-cash information:

1 unchanged sentence

6,071,258,270

Bitcoin paid for Shares redeemed

( 1,641,305,821

See notes to financial statements.

1 unchanged sentence

Schedules of Investments (Unaudited)

At September 30, 2025 and December 31, 2024

September 30, 2025

At March 31, 2026 and December 31, 2025

March 31, 2026

783,744 $ 65,593,608,745 $ 53,396,223,856

16 unchanged sentences

Notes to Financial Statements (Unaudited)

September 30, 2025

March 31, 2026

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

19 unchanged sentences

Interim period results are not necessarily indicative of results for a full-year period.

These financial statements and the notes thereto should be read in conjunction with the Trust’s financial statements included in its Annual Report on Form 10 -K for the year ended December 31, 2024, as filed with the SEC on March 5, 2025.

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.

11 unchanged sentences

The net asset value of the Trust equals the total assets of the Trust, which consists solely of bitcoin and cash, less total liabilities of the Trust, each determined by the Trustee pursuant to policies established from time to time by the Trustee or its affiliates or otherwise described herein.

The Trust’s periodic financial statements are prepared in accordance with the Financial Accounting Standards Board Accounting Standards Codification Topic 820, “Fair Value Measurement” (“ASC Topic 820” ) and utilize an exchange-traded price from the Trust’s principal market for bitcoin as of 11:59 p.m.

The Trust’s periodic financial statements are prepared in accordance with the Financial Accounting Standards Board Accounting Standards Codification Topic 820, “Fair Value Measurement” and utilize an exchange-traded price from the Trust’s principal market for bitcoin as of 11:59 p.m.

Eastern Time (“ET”) on the Trust’s financial statement measurement date.

3 unchanged sentences

The Trustee has delegated to the Trust Administrator the responsibility to calculate the net asset value of the Trust and the net asset value per Share (“NAV”), based on a pricing source selected by the Trustee.

In determining the Trust’s net asset value, the Trust Administrator values the bitcoin held by the Trust based on an index (the “Index”), unless the Sponsor in its sole discretion determines that the Index is unreliable.

In determining the Trust’s net asset value, the Trust Administrator values the bitcoin held by the

Trust based on an index (the “Index”), unless the Sponsor in its sole discretion determines that the Index is unreliable.

The methodology used to calculate the Index price to value bitcoin in determining the net asset value of the Trust may not be deemed consistent with U.S.

14 unchanged sentences

Any such correction could adversely affect the value of the Shares.

The Trust’s periodic financial statements may not utilize net asset value of the Trust to the extent the methodology used to calculate the Index is deemed not to be consistent with U.S.

The Trust’s periodic financial statements may not utilize the net asset value of the Trust to the extent the methodology used to calculate the Index is deemed not to be consistent with U.S.

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 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 (a)

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

Bitcoin sold for the redemption of shares

( 12,944 ) ( 1,031,277,204 ) ( 1,475,656,961 ) 444,379,757

Bitcoin sold to pay expenses

( 446 ) ( 35,091,335 ) ( 50,019,045 ) 14,927,710

Net realized gain

— — 459,307,467 —

Net change in unrealized appreciation/depreciation

— — 4,271,556,131 —

Ending balance

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

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

Three Months Ended September 30, 2024

Beginning balance

306,979 $ 17,749,065,590 $ 19,453,015,133 $ —

Bitcoin purchased

60,053 3,796,560,491 3,796,560,491 —

Bitcoin sold for the redemption of shares

( 391 ) ( 22,898,817 ) ( 22,812,387 ) ( 86,430 )

Bitcoin sold to pay expenses

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

Net realized loss

— — ( 648,877 ) —

Net change in unrealized appreciation/depreciation

— — 119,089,128 —

Ending balance

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

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

Nine Months Ended September 30, 2025

The following tables summarize activity in bitcoin for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31, 2026

Beginning balance

2 unchanged sentences

100,311 7,758,943,411 7,758,943,411 —

Bitcoin sold for the redemption of shares

Bitcoin sold for the redemption of Shares (b)

( 86,822 ) ( 6,816,377,906 ) ( 6,647,104,919 ) ( 169,272,987 )

1 unchanged sentence

( 537 ) ( 45,200,644 ) ( 39,641,138 ) ( 5,559,506 )

Net realized gain

Net realized loss (b)

— — ( 174,832,493 ) —

3 unchanged sentences

783,744 $ 65,593,608,745 $ 53,396,223,856 $ ( 174,832,493 )

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

Nine Months Ended September 30, 2024

Includes bitcoin purchased in-kind for Shares issued of $ 6,071,258,270 .

Includes bitcoin paid in-kind for Shares redeemed of $ 1,641,305,821 (Cost of bitcoin paid was $ 1,330,206,093 and realized gain of bitcoin paid was $ 311,099,728 ).

Three Months Ended March 31, 2025

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 September 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 March 31, 2026 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 nine months ended September 30, 2025, the Sponsor’s fee was $ 125,025,817 .

For the three months ended March 31, 2026, the Sponsor’s fee was $ 36,689,450 .

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

For the three months ended March 31, 2026, there were no fees waived.

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 nine months ended September 30, 2025 and 2024.

The following financial highlights relate to investment performance and operations for a Share outstanding for the three months ended March 31, 2026 and 2025.

Three 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)

( 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 realized and unrealized loss (b)

Net decrease in net assets from operations

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 %

Net investment loss (e)

Total expenses (e)

Total expenses after fees waived (e)

Based on average Shares outstanding during the period.

2 unchanged sentences

Percentage is not annualized.

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

At March 31, 2026, 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.

16 unchanged sentences

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.

Only registered broker-dealers that have previously entered into an agreement with the Sponsor governing the terms and conditions of such transactions (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.

21 unchanged sentences

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.

The Quarter Ended March 31, 2026

The Trust’s net asset value decreased from $67,401,155,244 at December 31, 2025 to $53,384,746,718 at March 31, 2026, a 20.80% decrease.

The decrease in the Trust’s net asset value resulted primarily from a decrease in the price of bitcoin, which fell 22.10% from $87,463.03 at December 31, 2025 to $68,129.64 at March 31, 2026.

The decrease in the Trust’s net asset value was partially offset by an increase in the number of outstanding Shares, which rose from 1,358,680,000 Shares at December 31, 2025 to 1,382,480,000 Shares at March 31, 2026, a consequence of 176,920,000 Shares (4,423 Baskets) being created and 153,120,000 Shares (3,828 Baskets) being redeemed during the quarter.

The 22.15% decrease in the NAV for purposes of the Trust’s periodic financial statements (“Financial Statement NAV”) from $49.61 at December 31, 2025 to $38.62 at March 31, 2026 is directly related to the 22.10% decrease in the price of bitcoin.

The Financial Statement NAV decreased slightly more than the price of bitcoin on a percentage basis due to the Sponsor’s Fee, which was $36,689,450 for the quarter, or 0.06% of the Trust’s average weighted assets of $59,535,040,296 during the quarter.

The NAV of $55.32 on January 14, 2026 was the highest during the quarter, compared with a low during the quarter of $36.23 on February 5, 2026.

The net decrease in net assets resulting from operations for the quarter ended March 31, 2026 was $15,128,427,303, resulting from a net realized loss of $5,559,506 from bitcoin sold to pay expenses, a net realized loss of $480,372,715 from bitcoin sold for the redemption of Shares, an unrealized loss on investment in bitcoin of $14,916,905,360 and a net investment loss of $36,689,450, partially offset by a net realized gain of $311,099,728 from bitcoin paid for the in-kind redemptions of Shares.

Other than the Sponsor’s fee of $36,689,450, 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.

1 unchanged sentence

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