What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-06-04 compared with 2025-12-08 · 98 added, 131 removed, 208 unchanged (52% of the section changed)

Management’s Discussion and Analysis of Financial

Condition and Results of Operations

Management’s Discussion and Analysis

of Financial Condition and Results of Operations

This information should be read in conjunction

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The VanEck Merk Gold ETF (the “Trust”),

formerly known as the Merk Gold Trust prior to October 26, 2015, as the Van Eck Merk Gold Trust prior to April 28, 2016, and then as

VanEck Merk Gold Trust prior to August 30, 2024, is an exchange-traded fund formed on May 6, 2014 under New York law pursuant to a depositary

formerly known as the Merk Gold Trust prior to October 26, 2015, as the Van Eck Merk Gold Trust prior to April 28, 2016, and then as VanEck

Merk Gold Trust prior to August 30, 2024 is an exchange-traded fund formed on May 6, 2014 under New York law pursuant to a depositary

trust agreement (as amended, the “Trust Agreement”).

The Trust is not managed like a corporation or an active investment

The Trust is not managed like a corporation or an active investment vehicle.

It does not have any officers, directors, or employees and is administered by The Bank of New York Mellon (the “Trustee”)

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Physical gold that the Trust will hold includes London Bars and, for the limited purposes described herein, other gold

bars and coins, without numismatic value, having a minimum fineness (or purity) of 995 parts per 1,000 (99.5%) or, for American Gold

Eagle gold coins, with a minimum fineness of 91.67%.

bars and coins, without numismatic value, having a minimum fineness (or purity) of 995 parts per 1,000 (99.5%) or, for American Gold Eagle

gold coins, with a minimum fineness of 91.67%.

Shares are issued by the Trust only in blocks

of 50,000 shares called “Baskets” in exchange for gold from certain registered broker-dealers or other securities market

participants (“Authorized Participants”).

See “Creation and Redemption of Shares— Authorized Participants ”

in the notes to our financial statements for requirements to qualify as an Authorized Participant.

Baskets may be redeemed by the Trust

in exchange for the amount of gold corresponding to their redemption value.

The Trust issues and redeems Baskets on an ongoing basis

at net asset value to Authorized Participants who have entered into a contract with the Sponsor and the Trustee.

Shares of the Trust trade on the New York Stock Exchange (the “NYSE”)

Arca under the symbol “OUNZ”.

of 50,000 shares called “Baskets” in exchange for gold from certain registered broker-dealers or other securities market participants

(“Authorized Participants”).

See “Creation and Redemption of Shares— Authorized Participants ” in the

notes to our financial statements for requirements to qualify as an Authorized Participant.

Baskets may be redeemed by the Trust in exchange

for the amount of gold corresponding to their redemption value.

The Trust issues and redeems Baskets on an ongoing basis at net asset

value to Authorized Participants who have entered into a contract with the Sponsor and the Trustee.

Shares of the Trust trade on the New York Stock

Exchange (the “NYSE”) Arca under the symbol “OUNZ”.

Valuation of Gold and Computation of Net Asset Value

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The NAV of the Trust is the aggregate value of

gold and other assets, if any, of the Trust (other than any amounts credited to the Trust’s reserve account, if any) and cash,

if any, less liabilities of the Trust, which include estimated accrued but unpaid fees, expenses and other liabilities.

gold and other assets, if any, of the Trust (other than any amounts credited to the Trust’s reserve account, if any) and cash, if

any, less liabilities of the Trust, which include estimated accrued but unpaid fees, expenses and other liabilities.

All gold is valued based on its Fine Ounce content,

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Dollars per Troy Ounce (“XAU”) and determined for the close of trading on the New York Stock Exchange (“NYSE”).

The Solactive Index calculates gold bullion fixing prices by taking Time Weighted Average Prices (“TWAP”) of XAU trading

prices provided via ICE Data Services (“IDS”) data feed.

The Solactive Index calculates gold bullion fixing prices by taking Time Weighted Average Prices (“TWAP”) of XAU trading prices

provided via ICE Data Services (“IDS”) data feed.

Specifically, the Solactive Index uses a TWAP

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and (2) the period directly after the fixing (“Time Period 2”), which consists of the six seconds after the close of trading.

The TWAPs for Time Period 1 and Time Period 2 are then aggregated, with 90% weighting given to Time Period 1 and 10% weighting given

to Time Period 2, to calculate the Solactive Index.

The TWAPs for Time Period 1 and Time Period 2 are then added together to establish

the Solactive Index price.

For any calculation day t, the Solactive Index

(Indext), is determined in accordance with the following formula:

The TWAPs for Time Period 1 and Time Period 2 are then aggregated, with 90% weighting given to Time Period 1 and 10% weighting given to

Time Period 2, to calculate the Solactive Index.

The TWAPs for Time Period 1 and Time Period 2 are then added together to establish the

Solactive Index price.

For any calculation day t , the Solactive

Index ( Index t ), is determined in accordance with the following formula:

The Solactive Index is calculated and published

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offered by the Trust are now known as the “VanEck Merk Gold Shares”.

Except for the name change effected pursuant to the

Second Trust Amendment, the Trust Agreement remains in full force and effect on its existing terms.

Except for the name change effected pursuant to the Second

Trust Amendment, the Trust Agreement remains in full force and effect on its existing terms.

Effective July 24, 2020, the Sponsor exercised

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NAV, accrued on a daily basis computed on the prior business day’s NAV and paid monthly in arrears.

As of the Index Change Date, the Sponsor has

changed the pricing index it uses in relation to the Shares issued by the Trust to reference the Solactive Index in lieu of the LBMA

As of the Index Change Date, the Sponsor has changed

the pricing index it uses in relation to the Shares issued by the Trust to reference the Solactive Index in lieu of the LBMA Gold Price.

In determining the Trust’s NAV, the Trustee now values the gold held by the Trust based on the Solactive Index.

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“VanEck Merk Gold ETF.” As a result of the name change, all references to “VanEck Merk Gold Trust” in the Trust

Agreement were amended to read “VanEck Merk Gold ETF.” The Shares offered by the Trust remain known as the “VanEck

Merk Gold Shares.” Except for the name change effected pursuant to the Third Trust Amendment, the Trust Agreement remains in full

force and effect on its existing terms.

Agreement were amended to read “VanEck Merk Gold ETF.” The Shares offered by the Trust remain known as the “VanEck Merk

Gold Shares.” Except for the name change effected pursuant to the Third Trust Amendment, the Trust Agreement remains in full force

and effect on its existing terms.

Change in Settlement Cycle and Amendment to

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and redemption procedures are addressed in the Authorized Participant Agreements by among the Authorized Participants, the Trustee and

the Sponsor, the Trustee and the Sponsor exercised their rights to amend each such agreement to address the new T+2 settlement cycle

and executed First Amendments to each of the Authorized Participant Agreements, effective as of September 5, 2017, and provided timely

notice of such amendment to the Authorized Participants.

Except for the foregoing amendments, the Authorized Participant Agreements remain

in full force and effect on their existing terms.

the Sponsor, the Trustee and the Sponsor exercised their rights to amend each such agreement to address the new T+1 settlement cycle and

executed Second Amendments to each of the Authorized Participant Agreements, effective as of May 28, 2024, and provided timely notice

of such amendment to the Authorized Participants.

Except for the foregoing amendments, the Authorized Participant Agreements remain in

full force and effect on their existing terms.

Results from Operations

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New York law pursuant to the Trust Agreement.

After consideration of Financial Accounting Standards Topic 946, however, the Sponsor has

concluded that for financial statement reporting purposes the Trust meets the fundamental characteristics of an investment company.

addition, while the Trust does not currently possess all of the typical characteristics of an investment company, the Sponsor believes

the Trust’s activities are consistent with those of an investment company and will therefore apply the guidance in Financial Accounting

Standards Topic 946, including disclosure of the financial support contractually required to be provided by an investment company to

any of its investees.

The Sponsor has determined that the Trust falls within the scope of Financial Accounting

Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services-Investment Companies,

and has concluded that solely for reporting purposes (and not for any other purpose), the Trust is classified as an Investment Company

(as defined in ASC 946).

The Trust is not registered as an investment company under the Investment Company Act of 1940 and is not required

to register under such act.

The Sponsor is responsible for, among other things, overseeing the performance of the Trustee and the Trust’s

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of the Trust.

The Three Months Ended October 31, 2025 Compared to the Three Months

Ended October 31, 2024

The Trust’s NAV increased from $1,763,218,226

at July 31, 2025 to $2,282,329,658 at October 31, 2025, a 29.44% increase, compared to a 21.96% increase from $1,018,106,177 at July

31, 2024 to $1,241,717,488 at October 31, 2024.

The increase in the Trust’s NAV in the quarter ended October 31, 2025 resulted

from an increase in the value of investments in gold bullion as compared to the prior period.

The number of outstanding Shares increased

from 55,607,168 Shares at July 31, 2025 to 59,260,422 Shares at October 31, 2025 due to the creation of Shares by Authorized Participants

The Three Months Ended April 30, 2026 Compared

to the Three Months Ended April 30, 2025

The Trust’s NAV decreased from $2,903,285,926

on January 31, 2026 to $2,825,460,914 on April 30, 2026, a 2.68% decrease, compared to a 26.44% increase from $1,314,597,389 on January

31, 2025 to $1,662,219,685 on April 30, 2025.

The decrease in the Trust’s NAV in the quarter ended April 30, 2026 resulted from

a decrease in the value of investments in gold bullion as compared to the prior period.

The number of outstanding Shares increased from

62,358,853 Shares on January 31, 2026 to 63,638,566 Shares on April 30, 2026 due to the creation of Shares by Authorized Participants

and the creation of 38,673 Shares in the quarter for Sponsor’s fees, as compared to 29,998 Shares for such purpose in the quarter

ended October 31, 2024.

The number of outstanding Shares on October 31, 2024 was 46,838,224.

The Sponsor’s fees are payable at

an annualized rate of 0.25% of the Trust’s NAV, accrued on a daily basis computed on the prior Business Day’s NAV and paid

monthly in arrears.

Due to the daily accrual but monthly payment, the number of Sponsor’s fee Shares issued can vary and possibly

decrease, even as the number of Shares outstanding increases slightly.

The Trust’s NAV per Share increased 21.44%

during the quarter ended October 31, 2025, starting at $31.71 per Share and ending at $38.51 per Share, compared to an increase of 12.05%,

from $23.66 to $26.51 during the quarter ended October 31, 2024.

The Trust’s NAV per share increased slightly less than the price

per ounce of gold on a percentage basis due to the Sponsor’s fees, which were 35,234 Shares in total for the quarter ended October

31, 2025, compared with 27,459 Shares paid as Sponsor’s fees in the quarter ended October 31, 2024.

The NAV per share of $42.16

on October 20, 2025 was the highest during the quarter, compared with a low of $31.94 on August 19, 2025.

The change in net assets from operations for

the quarter ended October 31, 2025 was $387,960,218, resulting from the Sponsor’s fees of $(1,280,422), a net realized gain from

gold bullion distributed for redemptions of $7,405,308 and a net change in unrealized appreciation on investment in gold bullion of $381,835,332.

In comparison, the change in net assets from operations for the quarter ended October 31, 2024 was $127,858,849, resulting from the Sponsor’s

fees of $(695,993), a net realized gain from gold bullion distributed for redemptions of $216,650, and a net change in unrealized appreciation

on investment in gold bullion of $128,338,192.

Other than the Sponsor’s fee, the Trust

had no expenses during the quarter ended October 31, 2025 or the quarter ended October 31, 2024.

The Nine Months Ended October 31, 2025 Compared to the Nine Months

Ended October 31, 2024

The Trust’s NAV increased from $1,314,597,389

at January 31, 2025 to $2,282,329,658 at October 31, 2025, a 73.61% increase, compared to a 59.16% increase from $780,184,347 at January

31, 2024 to $1,241,717,488 at October 31, 2024.

The increase in the Trust’s NAV in the nine months ended October 31, 2025 resulted

from an increase in the value of investments in gold bullion as compared to the prior period.

The number of outstanding Shares increased

from 48,664,686 Shares at January 31, 2025 to 59,260,422 Shares at October 31, 2025 due to the creation of Shares by Authorized Participants,

and the creation of 99,218 Shares for Sponsor’s fees, as compared to 78,363 Shares for such purpose in the nine months ended October

The number of outstanding Shares at October 31, 2024 was 46,838,224.

ended April 30, 2025.

The number of outstanding Shares on April 30, 2025 was 52,339,392.

The Sponsor’s fees are payable at an annualized

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the number of Shares outstanding increases slightly.

The Trust’s NAV per Share increased 42.58%

during the nine months ended October 31, 2025, starting at $27.01 per Share and ending at $38.51 per Share, compared to an increase of

34.64%, from $19.69 to $26.51 during the nine months ended October 31, 2024.

The Trust’s NAV per share increased slightly less

than the price per ounce of gold on a percentage basis due to the Sponsor’s fees, which were 99,218 Shares in total for the nine

months ended October 31, 2025, compared with 78,363 Shares paid as Sponsor’s fees in the nine months ended October 31, 2024.

NAV per share of $42.16 on October 20, 2025 was the highest during the nine months ended October 31, 2025, compared with a low of $27.17

on February 3, 2025.

The change in net assets from operations for

the nine months ended October 31, 2025 was $621,107,712, resulting from the Sponsor’s fees of $(3,254,376), a net realized gain

from gold bullion distributed for redemptions of $11,445,918 and a net change in unrealized appreciation on investment in gold bullion

of $612,916,170.

In comparison, the change in net assets from operations for the nine months ended October 31, 2024 was $289,097,254,

resulting from the Sponsor’s fees of $(1,818,395), a net realized gain from gold bullion distributed for redemptions of $412,766

and a net change in unrealized appreciation on investment in gold bullion of $290,502,883.

The Trust’s NAV per Share decreased 4.64%

during the quarter ended April 30, 2026, starting at $46.56 per Share and ending at $44.40 per Share, compared to an increase of 17.59%,

from $27.01 to $31.76 during the quarter ended April 30, 2025.

The Trust’s NAV per share decreased slightly more than the price

per ounce of gold on a percentage basis due to the Sponsor’s fees, which were 38,673 Shares in total for the quarter ended April

30, 2026, compared with 29,998 Shares paid as Sponsor’s fees in the quarter ended April 30, 2025.

The NAV per share of $51.34 on

March 02, 2026 was the highest during the quarter, compared with a low of $41.97 on March 26, 2026.

The change in net assets from operations for the

quarter ended April 30, 2026 was $(139,314,789), resulting from the Sponsor’s fees of $(1,799,698), a net realized gain of $11,959,629

from gold bullion distributed for redemptions, and a net change in unrealized depreciation on investment in gold bullion of $(149,474,720).

In comparison, change in net assets from operations for the quarter ended April 30, 2025 was $237,960,710, resulting from the Sponsor’s

fees of $(893,967), a net realized gain of $3,223,795 from gold bullion distributed for redemptions, and a net change in unrealized appreciation

on investment in gold bullion of $235,630,882.

Other than the Sponsor’s fee, the Trust

had no expenses during the nine months ended October 31, 2025 or the nine months ended October 31, 2024.

For the calendar quarter ended October 31, 2025,

the Marketing Agent earned a fee of $391,454 which was paid by the Sponsor on November 25, 2025;

since the initiation of the Marketing

Agent’s efforts on behalf of the Trust on October 22, 2015, a total of $2,471,351 in Fees has been paid, representing 1.69% of

the maximum fee potentially payable to the Marketing Agent pursuant to the Marketing Agent Agreement.

Effective July 24, 2020, the Sponsor

and the Marketing Agent amended the fee structure under the Marketing Agent Agreement, however the financial obligations created thereunder

remain the obligations of the Sponsor of the Trust, any fees payable thereunder remain payable from the Sponsor’s fee and the cap

on the fees payable to the Marketing Agent remains unchanged.

had no expenses during the quarter ended April 30, 2026 or the quarter ended April 30, 2025.

For the calendar quarter ended March 31, 2026,

the Marketing Agent earned a fee of $537,257;

since the initiation of the Marketing Agent’s efforts on behalf of the Trust on October

22, 2015, a total of $3,557,472 in Fees has been paid, representing 2.08% of the Maximum Fee potentially payable to the Marketing Agent

pursuant to the Marketing Agent Agreement.

Effective July 24, 2020, the Sponsor and the Marketing Agent amended the fee structure

under the Marketing Agent Agreement, however the financial obligations created thereunder remain the obligations of the Sponsor of the

Trust, any fees payable thereunder remain payable from the Sponsor’s fee and the cap on the fees payable to the Marketing Agent

remains unchanged.

Liquidity and Capital Resources

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the Sponsor’s 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.

As a result, the only ordinary expense

of the Trust during the period covered by this report was the Sponsor’s fee.

The Trustee will, at the direction of the Sponsor

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The Trustee will not sell gold to pay the Sponsor’s fee but will pay the Sponsor’s fee in Shares in lieu of cash.

31, 2025 and October 31, 2024, the Trust did not have any cash balances.

30, 2026 and April 30, 2025, the Trust did not have any cash balances.

Off-Balance Sheet Arrangements

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unaudited financial statements for further discussion of accounting policies.

Effective May 6, 2014, the Trust has adopted

the provisions of Financial Accounting Standards Topic 946, Investment Companies, and follows specialized accounting.

Effective May 6, 2014, the Trust has adopted the

provisions of Financial Accounting Standards Topic 946, Investment Companies, and follows specialized accounting.

Investment by Certain Retirement Plans

Section 408(m) of the Internal Revenue Code,

as amended (the “Code”), provides that the purchase of a “collectible” as an investment for an individual retirement

Section 408(m) of the Internal Revenue Code, as

amended (the “Code”), provides that the purchase of a “collectible” as an investment for an individual retirement

account (an “IRA”), or for a participant-directed account maintained under any plan that is tax-qualified under Code section

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participant for whom the Tax-Qualified Account is maintained, of an amount equal to the cost to the account of acquiring the collectible.

The Trust, through the Sponsor, has received a private letter ruling from the Internal Revenue Service that provides that (1) the acquisition

of Shares by an IRA or a Tax-Qualified Account will not constitute the acquisition of a collectible and (2) an IRA or such an account’s

owning Shares will not be treated as having made a distribution to the IRA owner or plan participant under Code section 408(m) solely

by virtue of owning those Shares.

If a redemption of Shares results in the delivery of gold to an IRA or Tax-Qualified Account, however,

that exchange would constitute the acquisition of a collectible to the extent provided under that section.

What changed 10-Q

Item 2. Management’s Discussion and Analysis