Item 9A. Controls and Procedures
Item
9A. Controls and Procedures
Conclusion
Regarding the Effectiveness of Disclosure Controls and Procedures
The
Trust maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its
Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange
Commission’s rules and forms, and that such information is accumulated and communicated to the Chief Executive Officer and
Chief Financial Officer of the Sponsor, and to the audit committee, as appropriate, to allow timely decisions regarding required
disclosure.
Under
the supervision and with the participation of the Chief Executive Officer and the Chief Financial Officer of the Sponsor, the
Sponsor conducted an evaluation of the Trust’s disclosure controls and procedures, as defined under Exchange Act Rules 13a-15(e)
and 15d-15(e). Based on this evaluation, the Chief Executive Officer and the Chief Financial Officer of the Sponsor concluded
that, as of December 31, 2025, the Trust’s disclosure controls and procedures were effective.
Internal
controls over financial reporting have been maintained throughout the Trust’s fiscal year ended December 31, 2025. There
have been no changes that have materially affected, or are reasonably likely to materially affect, the Trust’s or Sponsor’s
internal control over financial reporting.
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 under 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 accounting principles generally accepted in the United States. 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
Chief Executive Officer and Chief Financial Officer of the Sponsor assessed the effectiveness of the Trust’s internal control
over financial reporting as of December 31, 2025. In making this assessment, they used the criteria set forth by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework (2013) . Their
assessment included an evaluation of the design of the Trust’s internal control over financial reporting and testing of
the operational effectiveness of its internal control over financial reporting. Based on their assessment and those criteria,
the Chief Executive Officer and Chief Financial Officer of the Sponsor concluded that the Trust maintained effective internal
control over financial reporting as of December 31, 2025.
KPMG
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, issued an attestation report on the effectiveness of the Trust’s
internal control over financial reporting as of December 31, 2025.
36
Report
of Independent Registered Public Accounting Firm
Item
9B. Other Information
No
officers or directors of the Trust have adopted, modified or terminated trading plans under either a Rule 10b5-1 or non-Rule 10b5-1
trading arrangement for the year ended December 31, 2025.
Item
9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not
applicable.
37
PART
III
Item
10. Directors, Executive Officers and Corporate Governance
The
Trust has no officers, employees or board of trustees and is administered by the Trustee pursuant to the Trust Agreement. Accordingly,
the Trust has not adopted a code of ethics or an insider trading policy governing the purchase, sale and other disposition of
the Trust’s securities. The biographies of the President and Chief Executive Officer of the Sponsor and the Chief Financial
Officer and Treasurer of the Sponsor are set out below:
Steven
Dunn – President and Chief Executive Officer
Steven
Dunn, CIMA®, is the Head of US Wealth Management at Aberdeen Investments. Mr. Dunn guides the firm’s strategic direction and
distribution strategy for ETFs. Previously, he was a Director with Deutsche Asset and Wealth Management in charge of managing
relationships with US ETF Strategists and overseeing the Eastern Division sales team. Prior to that, Mr. Dunn was a
consultant at Brandywine Global Investment Management and has also held sales and distribution strategy positions at iShares,
Blackrock and Vanguard. Mr. Dunn holds a B.A. degree in Public Administration from Shippensburg University of Pennsylvania
and has completed his MBA at Pennsylvania State University. He holds the Series 7, 24, and 63 registrations as well as the
Certified Investment Management Analyst® (CIMA®).
Sharon
Ferrari – Chief Financial Officer and Treasurer
Ms.
Ferrari is currently a Director, Product Management at abrdn Inc. (the parent company of the Sponser). Ms. Ferrari joined abrdn Inc.
in 2008. Prior to working at abrdn Inc., Ms. Ferrari worked at Delaware Investments for about 3 years and began her career at SEI
Investments. Ms. Ferrari holds a BS in Business Administration from University of Pittsburgh and a MBA from Villanova
University.
Item
11. Executive Compensation
The
Trust has no directors or executive officers. The only ordinary expense paid by the Trust is the Sponsor’s Fee.
Item
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Security Ownership of
Certain Beneficial Owners
There
are no persons known by the Trust to own directly or indirectly beneficially more than 5% of the outstanding Shares of the Trust.
38
Security
Ownership of Management
Not
applicable.
Change
in Control
Neither
the Sponsor nor the Trustee knows of any arrangements which may subsequently result in a change in control of the Trust.
Item
13. Certain Relationships and Related Transactions, and Director Independence
The
Trust has no directors or executive officers.
Item
14. Principal Accounting Fees and Services
Fees
for services performed by KPMG LLP for the years ended December 31, 2025 and 2024
December
31,
2025
December
31,
2024
Audit
fees – KPMG
$ 80,000
94,000
Audit
related fees - KPMG
0
0
$ 80,000
$ 94,000
Audit
Fees are fees paid by the Sponsor to KPMG LLP for professional services for the audit of the Trust’s financial statements
included in the Form 10-K and review of financial statements included in the Form 10-Qs, and for services that are normally provided
by the accountants in connection with regulatory filings or engagements. Audit Related Fees are paid by the Sponsor to KPMG LLP
for assurance and related services that are reasonably related to the performance of the audit or review of the Trust’s
financial statements. These services include the accountant providing a consent letter related to the Trust’s registration
statement filing.
Pre-Approval
Policies and Procedures
As
referenced in Item 10 above, the Trust has no board of directors, and as a result, has no pre-approval policies or procedures
with respect to fees paid to KPMG LLP. Such determinations are made by the Sponsor.
39
PART
IV
Item
15. Exhibits, Financial Statement Schedules
1.
Financial Statements
See
Index to Financial Statements on Page F-1 for a list of the financial statements being filed herein.
2.
Financial Statement Schedules
Schedules
have been omitted since they are either not required, not applicable, or the information has otherwise been included.
Exhibit
No.
Description
4.1(a)
Depositary
Trust Agreement, incorporated by reference to Exhibit 4.1 filed with Registration Statement No. 333-158381 on
December 31, 2009
4.1(b)
Amendment
to the Depositary Trust Agreement, incorporated by reference to Exhibit 4.1(b) filed with the Trust’s Annual
Report on Form 10-K for the y ear ended
December 31, 2019 file on February 28, 2020
4.1(c)
Second
Amendment to the Depositary Trust Agreement, incorporated by reference to Exhibit 4.1 filed with the Trust’s
Current Report on Form 8-K on March
14, 2022
4.1(d)
Third
Amendment to the Depositary Trust Agreement, incorporated by reference to Exhibit 4.1 filed with the Trust’s
Current Report on Form 8-K on May 28,
2024
4.2
Form of Authorized Participant Agreement, incorporated by reference to Exhibit 4.2 filed with the Trust’s Annual Report on Form 10-K on February 28, 2025.
4.3
Certificate
of Beneficial Interest, incorporated by reference to Exhibit 4.3 filed with Registration Statement No. 333- 158381
on December 31, 2009
10.1
Allocated
Account Agreement, incorporated by reference to Exhibit 10.1 filed with the Trust’s Current Report on Form 8- K
on May 28, 2024
10.2
Unallocated
Account Agreement, incorporated by reference to Exhibit 10.2 filed with the Trust’s Current Report on Form
8-K on May 28, 2024
10.3
Depository
Agreement, incorporated by reference to Exhibit 10.3 filed with Registration Statement No. 333-158381 on December
31, 2009
10.4(a)
Marketing
Agent Agreement, incorporated by reference to Exhibit 10.4 filed with Registration Statement No. 333-158381 on
December 31, 2009
10.4(b)
Novation
of and Amendment No. 1 to the Marketing Agent Agreement
23.1
Consent of KPMG LLP, Independent Registered Public Accounting Firm
40
31.1
Chief
Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Chief
Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Chief
Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
32.2
Chief
Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
97.1
Policy
for Recovery of Erroneously Awarded Compensation , incorporated by reference to Exhibit 97.1 filed with the Trust’s
Annual Report of Form 10-K on February 29, 2024.
101
The
following financial statements from the Trust’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted
in Inline XBRL: (i) Statements of Assets and Liabilities, (ii) Statements of Operations, (iii) Statements of Changes in Net
Assets, and (iv) Notes to the Financial Statements.
101.SCH
Inline
XBRL Taxonomy Extension Schema Document
101.CAL
Inline
XBRL Taxonomy Extension Calculation Document
101.DEF
Inline
XBRL Taxonomy Extension Definitions Document
101.LAB
Inline
XBRL Taxonomy Extension Labels Document
101.PRE
Inline
XBRL Taxonomy Extension Presentation Document
104
The
cover page from the Trust’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL
(included as Exhibit 101).
Item
16. Form 10-K Summary
Not
applicable.
41
ABRDN
PLATINUM ETF TRUST
Financial
Statements as of December 31, 2025
Index
Page
Report
of Independent Registered Public Accounting Firm
F-2
Statements
of Assets and Liabilities at December 31, 2025 and 202 4
F-4
Schedules
of Investments at December 31, 2025 and 202 4
F-5
Statements
of Operations for the y ears ended December 31, 2025, 2024 and 202 3
F-6
Statements
of Changes in Net Assets for the y ears ended December 31, 2025, 2024 and 202 3
F-7
Financial
Highlights for the y ears ended December 31, 2025, 2024 and 202 3
F-8
Notes
to the Financial Statements
F-9
F- 1
KPMG LLP
Suite 4000
1735 Market Street
Philadelphia,
PA 19103-7501
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor, Trustee and Shareholders
abrdn Platinum ETF Trust:
Auditor Opinion
Opinion on the Financial Statements
We have audited the accompanying statements of assets and liabilities
of abrdn Platinum ETF Trust (the Trust) including the schedules of investments, as of December 31, 2025 and December 31, 2024, the related
statements of operations and changes in net assets and the financial highlights for each of the years in the three-year period ended December
31, 2025, and the related notes (collectively, the financial statements). In our opinion, the financial statements present fairly,
in all material respects, the financial position of the Trust as of December 31, 2025 and December 31, 2024, and the results of its operations,
changes in its net assets and financial highlights for each of the years in the three-year period ended December 31, 2025, in conformity
with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States) (PCAOB), the Trust’s internal control over financial reporting as of December
31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of
Sponsoring Organizations of the Treadway Commission, and our report dated March 2, 2026 expressed an unqualified opinion on the effectiveness
of the Trust’s internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Trust’s
management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting
firm registered with the 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 audit to obtain reasonable assurance about whether the financial statements are free
of material misstatement, whether due to error or fraud. Our audits 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. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from
the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and
that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,
subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the financial
statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical
audit matter or on the accounts or disclosures to which they relate.
KPMG LLP, a Delaware limited liability partnership, and its subsidiaries are part of the KPMG global organization of independent member
firms affiliated with KPMG International Limited, a private English company limited by guarantee.
F- 2
Evaluation
of the evidence pertaining to the existence of the platinum holdings
As presented on the December 31, 2025 schedule of investments and in
Note 2.2, the fair value of the Trust's investment in platinum is $2,864,352 thousand, representing 100.05% of the Trust's net assets,
and 1,413,099.0 ounces of platinum holdings. The investment in platinum was held by a third-party custodian (the custodian).
We identified the evaluation of the evidence pertaining to the existence
of the platinum holdings as a critical audit matter. Given the nature and volume of the platinum holdings, subjective auditor judgment
was required to evaluate the extent and nature of evidence obtained to assess the existence of platinum held by the custodian.
The following are the primary procedures we performed to address this
critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the critical
audit matter. This included controls over (1) the comparison of the Trust's records of platinum held to the custodian's records, (2)
the approval of platinum deposits and withdrawals by the trustee of the Trust and (3) the physical counts of the Trust's platinum holdings
performed at the custodian's locations by a third party engaged by the Trust's sponsor. We obtained a schedule directly from the custodian
of the Trust's platinum holdings held by the custodian as of December 31, 2025. We compared the total ounces on such schedule to the
Trust's record of platinum holdings. We also attended and observed a part of the physical counts of the Trust's platinum holdings. We
obtained and read the physical counts results reports of the third party and reconciled those reports to both the Trust's and custodian's
records.
We have served as the Trust’s auditor since 2015.
Philadelphia, Pennsylvania
March 2, 2026
Auditor ID: 185
F- 3
abrdn
Platinum ETF Trust
Statements
of Assets and Liabilities
At
December 31, 2025 and 2024
December 31, 2025
December 31, 2024
(Amounts in 000’s of US$, except for Share and per Share data)
ASSETS
Investment in platinum (cost: December 31, 2025: $ 1,663,841 ; December 31, 2024: $ 1,074,183 )
$ 2,864,352
$ 1,019,466
Total assets
2,864,352
1,019,466
LIABILITIES
Fees payable to Sponsor
1,384
519
Total liabilities
1,384
519
NET ASSETS (1)
$ 2,862,968
$ 1,018,947
(1)
Authorized
share capital is Unlimited with no par value per Share. Shares issued and outstanding at December 31, 2025 were 15,550,000
and at December 31, 2024 were 12,200,000 . Net asset values per Share at December 31, 2025 and December 31, 2024 were $ 184.11
and $ 83.52 , respectively.
See
Notes to the Financial Statements
F- 4
abrdn
Platinum ETF Trust
Schedules
of Investments
At
December 31, 2025 and 2024
December 31, 2025
Description
oz
Cost
Fair Value
% of Net Assets
Investment in platinum (in 000’s of US$, except for oz and percentage data)
Platinum
1,413,099.0
$ 1,663,841
$ 2,864,352
100.05 %
Total investment in platinum
1,413,099.0
$ 1,663,841
$ 2,864,352
100.05 %
Less liabilities
( 1,384 )
( 0.05 )%
Net Assets
$ 2,862,968
100.00 %
December 31, 2024
Description
oz
Cost
Fair Value
% of Net Assets
Investment in platinum (in 000’s of US$, except for oz and percentage data)
Platinum
1,115,390.0
$ 1,074,183
$ 1,019,466
100.05 %
Total investment in platinum
1,115,390.0
$ 1,074,183
$ 1,019,466
100.05 %
Less liabilities
( 519 )
( 0.05 )%
Net Assets
$ 1,018,947
100.00 %
See
Notes to the Financial Statements
F- 5
abrdn
Platinum ETF Trust
Statements
of Operations
For
the years ended December 31, 2025, 2024, and 2023
Year Ended
December 31, 2025
Year Ended
December 31, 2024
Year Ended
December 31, 2023
(Amounts in 000’s of US$, except for Share and per Share data)
EXPENSES
Sponsor’s Fee
$ 9,189
$ 5,968
$ 5,772
Total expenses
9,189
5,968
5,772
Net investment loss
( 9,189 )
( 5,968 )
( 5,772 )
REALIZED AND UNREALIZED GAINS / (LOSSES)
Realized gain on platinum transferred to pay expenses
1,447
5
6
Realized gain / (loss) on platinum distributed for the redemption of Shares
94,144
( 85 )
8,064
Change in unrealized gain / (loss) on investment in platinum
1,255,228
( 88,636 )
( 35,102 )
Total gain / (loss) on investment in platinum
1,350,819
( 88,716 )
( 27,032 )
Change in net assets from operations
$ 1,341,630
$ ( 94,684 )
$ ( 32,804 )
Net increase / (decrease) in net assets per Share
$ 105.31
$ ( 8.36 )
$ ( 3.05 )
Weighted average number of Shares
12,740,274
11,321,721
10,763,562
See
Notes to the Financial Statements
F- 6
abrdn
Platinum ETF Trust
Statements
of Changes in Net Assets
For
the years ended December 31, 2025, 2024 and 2023
Year Ended December 31, 2025
(Amounts in 000’s of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2025
12,200,000
$ 1,018,947
Net investment loss
( 9,189 )
Realized gain on investment in platinum
95,591
Change in unrealized gain on investment in platinum
1,255,228
Creations
6,800,000
913,597
Redemptions
( 3,450,000 )
( 411,206 )
Closing balance at December 31, 2025
15,550,000
$ 2,862,968
Year Ended December 31, 2024
(Amounts in 000’s of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2024
10,850,000
$ 997,446
Net investment loss
( 5,968 )
Realized (loss) on investment in platinum
( 80 )
Change in unrealized (loss) on investment in platinum
( 88,636 )
Creations
2,550,000
221,982
Redemptions
( 1,200,000 )
( 105,797 )
Closing balance at December 31, 2024
12,200,000
$ 1,018,947
Year Ended December 31, 2023
(Amounts in 000’s of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2023
11,500,000
$ 1,096,553
Net investment loss
( 5,772 )
Realized gain on investment in platinum
8,070
Change in unrealized (loss) on investment in platinum
( 35,102 )
Creations
1,500,000
133,843
Redemptions
( 2,150,000 )
( 200,146 )
Closing balance at December 31, 2023
10,850,000
$ 997,446
See
Notes to the Financial Statements
F- 7
abrdn
Platinum ETF Trust
Financial
Highlights
For
the years ended December 31, 2025, 2024 and 2023
Year Ended
December 31, 2025
Year Ended
December 31, 2024
Year Ended
December 31, 2023
Per Share Performance (for a Share outstanding throughout the entire period)
Net asset value per Share at beginning of period
$ 83.52
$ 91.93
$ 95.35
Income from investment operations:
Net investment loss
( 0.72 )
( 0.53 )
( 0.54 )
Total realized and unrealized gains or losses on investment in platinum
101.31
( 7.88 )
( 2.88 )
Change in net assets from operations
100.59
( 8.41 )
( 3.42 )
Net asset value per Share at end of period
$ 184.11
$ 83.52
$ 91.93
Weighted average number of Shares
12,740,274
11,321,721
10,763,562
Expense ratio
0.60 %
0.60 %
0.60 %
Net investment loss ratio
( 0.60 )%
( 0.60 )%
( 0.60 )%
Total return, net asset value
120.44 %
( 9.15 )%
( 3.59 )%
See
Notes to the Financial Statements
F- 8
abrdn
Platinum ETF Trust
Notes
to the Financial Statements
1.
Organization
The
abrdn Platinum ETF Trust (the “Trust”) is a common law trust formed on December 30, 2009 under New York law pursuant
to a depositary trust agreement (the “Trust Agreement”) executed by abrdn ETFs Sponsor LLC (the “Sponsor”)
and The Bank of New York Mellon as Trustee (the “Trustee”). The Trust holds platinum and issues abrdn Physical Platinum
Shares ETF (“Shares”) in minimum blocks of 50,000 Shares (also referred to as “Baskets”) in exchange for
deposits of platinum and distributes platinum in connection with the redemption of Baskets. Shares represent units of fractional
undivided beneficial interest in and ownership of the Trust which are issued by the Trust. The Sponsor is a Delaware limited liability
company and a wholly-owned subsidiary of Aberdeen Group plc, which is a wholly-owned indirect subsidiary of Aberdeen Group plc. The Trust is governed
by the Trust Agreement.
The
investment objective of the Trust is for the Shares to reflect the performance of the price of physical platinum, less the Trust’s
expenses and liabilities. The Trust is designed to provide an individual owner of beneficial interests in the Shares (a “Shareholder”)
an opportunity to participate in the platinum market through an investment in securities.
2.
Significant Accounting Policies
The
preparation of financial statements in accordance with U.S. GAAP requires those responsible for preparing financial statements
to make estimates and assumptions that affect the reported amounts and disclosures. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the Trust.
2.1.
Basis of Accounting
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 for
reporting purposes, the Trust is classified as an Investment Company. 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.
2.2.
Valuation of Platinum
The
Trust follows the provisions of ASC 820, Fair Value Measurement (“ASC 820”). ASC 820 provides guidance for
determining fair value and requires increased disclosure regarding the inputs to valuation techniques used to measure fair value.
ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date.
At
the Evaluation Time, the Trustee will value the Trust’s platinum on the basis of the London Bullion Market Association (“LBMA”)
Platinum Price PM. If there is no LBMA Platinum Price PM on any day, the Trustee is authorized to use the LBMA Platinum Price
AM announced on that day. If neither price is available for that day, the Trustee will value the Trust’s platinum based
on the most recently announced LBMA Platinum Price PM or LBMA Platinum Price AM. Realized gains and losses on transfers of platinum,
or platinum distributed for the redemption of Shares, are calculated on a trade date basis as the difference between the fair
value and average cost of platinum transferred.
F- 9
abrdn
Platinum ETF Trust
Notes
to the Financial Statements
The
LME is responsible for the administration of the electronic platinum price fixing system (“LMEbullion”) that replicates
electronically the manual London platinum fix processes previously employed by the London Platinum and Palladium Fixing Company
Ltd (“LPPFCL”), as well as providing electronic market clearing processes for platinum bullion transactions at the
fixed prices established by the LME pricing mechanism. LMEbullion, like the previous London platinum fix processes, establishes
and publishes fixed prices for troy ounces of platinum twice each London trading day during fixing sessions beginning at 9:45
a.m. London time (the “LBMA Platinum Price AM”) and 2:00 p.m. London time (the “LBMA Platinum Price PM”).
Once
the value of platinum has been determined, the net asset value (the “NAV”) is computed by the Trustee by deducting
all accrued fees, expenses and other liabilities of the Trust, including the remuneration due to the Sponsor (the “Sponsor’s
Fee”), from the fair value of the platinum and all other assets held by the Trust.
The
Trust recognizes changes in fair value of the investment in platinum as changes in unrealized gains or losses on investment in
platinum through the Statement of Operations.
The
per Share amount of platinum exchanged for a purchase or redemption is calculated daily by the Trustee using the LBMA Platinum
Price PM to calculate the platinum amount in respect of any liabilities for which covering platinum sales have not yet been made,
and represents the per Share amount of platinum held by the Trust, after giving effect to its liabilities, to cover expenses and
liabilities and any losses that may have occurred.
Fair
Value Hierarchy
ASC
820 establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. The three levels of inputs
are as follows:
– Level
1. Unadjusted quoted prices in active markets for identical assets or liabilities that
the Trust has the ability to access.
– Level
2. Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability either directly
or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments
and similar data.
– Level
3. Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing
the Trust’s own assumptions about the assumptions that a market participant would use in valuing the asset or liability,
and that would be based on the best information available.
To
the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination
of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for
instruments categorized in level 3.
The
inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes,
the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the
lowest level input that is significant to the fair value measurement in its entirety.
F- 10
abrdn
Platinum ETF Trust
Notes
to the Financial Statements
The
Trust’s investment in platinum is classified as a level 1 asset, as its value is calculated using unadjusted quoted prices
from primary market sources.
The
categorization of the Trust’s assets is as shown below:
(Amounts
in 000’s of US$)
December
31,
2025
December
31,
2024
Level 1
Investment
in platinum
$ 2,864,352
$ 1,019,466
There
were no transfers between levels during the years ended December 31, 2025 and 2024.
2.3.
Platinum Receivable and Payable
Platinum
receivable or payable represents the quantity of platinum covered by contractually binding orders for the creation or
redemption of Shares respectively, where the platinum has not yet been transferred to or from the Trust’s account.
Generally, ownership of platinum is transferred within one business day of the trade date. At December 31, 2025, the Trust
had no platinum receivable or payable for the creation or redemption of Shares. At December 31, 2024, the Trust had no
platinum receivable or payable for the creation or redemption of Shares.
2.4.
Creations and Redemptions of Shares
The
Trust expects to create and redeem Shares from time to time, but only in one or more Baskets (a Basket equals a block of
50,000 Shares). The Trust issues Shares in Baskets to Authorized Participants on an ongoing basis. Individual investors
cannot purchase or redeem Shares in direct transactions with the Trust. An Authorized Participant is a person who (1) is a
registered broker-dealer or other securities market participant such as a bank or other financial institution which is not
required to register as a broker-dealer to engage in securities transactions; (2) is a participant in The Depository Trust
Company; (3) has entered into an Authorized Participant Agreement with the Trustee and the Sponsor; and (4) has established
an Authorized Participant Unallocated Account with the Trust’s Custodian or other platinum bullion clearing bank. An
Authorized Participant Agreement is an agreement entered into by each Authorized Participant, the Sponsor and the Trustee
which provides the procedures for the creation and redemption of Baskets and for the delivery of the platinum required for
such creations and redemptions. An Authorized Participant Unallocated Account is an unallocated platinum account, either loco
London or loco Zurich, established with the Custodian or a platinum bullion clearing bank by an Authorized
Participant.
The
creation and redemption of Baskets is only made in exchange for the delivery to the Trust or the distribution by the Trust of
the amount of platinum represented by the Baskets being created or redeemed, the amount of which is based on the combined NAV
of the number of Shares included in the Baskets being created or redeemed determined on the day the order to create or redeem
Baskets is properly received.
Authorized
Participants may, on any business day, place an order with the Trustee to create or redeem one or more Baskets. Effective May
28, 2024, the settlement period for Shares is one business day. Prior to May 28, 2024, the standard settlement period for Shares
was two business days. In the event of a trade date at period end, where a settlement is pending, a respective account receivable
and/or payable will be recorded. When platinum is exchanged in settlement of a redemption, it is considered a sale of platinum
for financial statement purposes.
F- 11
abrdn
Platinum ETF Trust
Notes
to the Financial Statements
The
amount of platinum represented by the Baskets created or redeemed can only be settled to the nearest 1/1000th of an ounce. As
a result, the value attributed to the creation or redemption of Shares may differ from the value of platinum to be delivered or
distributed by the Trust. In order to ensure that the correct amount of platinum is available at all times to back the Shares,
the Sponsor accepts an adjustment to its Sponsor Fee in the event of any shortfall or excess on each transaction. For each transaction,
this amount is not more than 1/1000th of an ounce of platinum.
As
the Shares of the Trust are subject to redemption at the option of Authorized Participants, the Trust has classified the outstanding
Shares as Net Assets. Changes in the number of Shares outstanding are presented in the Statement of Changes in Net Assets.
2.5.
Income Taxes
The
Trust is classified as a “grantor trust” for U.S. federal income tax purposes. As a result, the Trust itself will
not be subject to U.S. federal income tax. Instead, the Trust’s income and expenses will “flow through” to the
Shareholders, and the Trustee will report the Trust’s proceeds, income, deductions, gains, and losses to the Internal Revenue
Service on that basis.
The
Sponsor has evaluated whether or not there are uncertain tax positions that require financial statement recognition and has determined
that no reserves for uncertain tax positions are required as of December 31, 2025 or December 31, 2024.
2.6.
Investment in Platinum
Changes
in ounces of platinum and their respective values for the years ended December 31, 2025 and 2024 are set out below:
Year
Ended December 31,
2025
Year
Ended December 31,
2024
(Amounts in 000’s of US$, except for ounces data)
Ounces of platinum
Opening balance
1,115,390.0
997,955.2
Creations
618,810.6
233,660.1
Redemptions
( 314,237.6 )
( 110,040.7 )
Transfers of platinum to pay expenses
( 6,864.0 )
( 6,184.6 )
Closing balance
1,413,099.0
1,115,390.0
Investment
in platinum
Opening balance
$ 1,019,466
$ 997,955
Creations
913,597
221,982
Redemptions
( 411,206 )
( 105,797 )
Realized gain / (loss) on platinum distributed for the redemption of Shares
94,144
( 85 )
Transfers of platinum to pay expenses
( 8,324 )
( 5,958 )
Realized gain / (loss) on platinum transferred to pay expenses
1,447
5
Change in unrealized (loss) / gain on investment in platinum
1,255,228
( 88,636 )
Closing balance
$ 2,864,352
$ 1,019,466
F- 12
abrdn
Platinum ETF Trust
Notes
to the Financial Statements
2.7.
Expenses / Realized Gains / Losses
The
primary expense of the Trust is the Sponsor’s Fee, which is paid by the Trust through in-kind transfers of platinum to the
Sponsor.
The
Trust will transfer platinum to the Sponsor to pay the Sponsor’s Fee that accrues daily at an annualized rate equal to 0.60 %
of the adjusted daily net asset value (“ANAV”) of the Trust, paid monthly in arrears.
The
Sponsor has agreed to assume administrative and marketing expenses incurred by the Trust, including the Trustee’s monthly
fee and out of pocket expenses, the Custodian’s fee and the reimbursement of the Custodian’s expenses, exchange listing
fees, United States Securities and Exchange Commission (the “SEC”) registration fees, printing and mailing costs,
audit fees and up to $ 100,000 per annum in legal expenses.
For
the years ended December 31, 2025, 2024 and 2023, the Sponsor’s Fee was $ 9,189,166 , $ 5,968,067 and $ 5,772,056 , respectively.
At December 31, 2025 and at December 31, 2024, the fees payable to the Sponsor were $ 1,384,155 and $ 518,692 , respectively.
With
respect to expenses not otherwise assumed by the Sponsor, the Trustee will, at the direction of the Sponsor or in its own discretion,
sell the Trust’s platinum as necessary to pay these expenses. When selling platinum to pay expenses, the Trustee will endeavor
to sell the smallest amounts of platinum needed to pay these expenses in order to minimize the Trust’s holdings of assets
other than platinum. Other than the Sponsor’s Fee, the Trust had no expenses during the years ended December 31, 2025 and
2024.
Unless
otherwise directed by the Sponsor, when selling platinum the Trustee will endeavor to sell at the price established by the LBMA
Platinum Price PM. The Trustee will place orders with dealers (which may include the Custodian) through which the Trustee expects
to receive the most favorable price and execution of orders. The Custodian may be the purchaser of such platinum only if the sale
transaction is made at the next LBMA Platinum Price PM or such other publicly available price that the Sponsor deems fair, in
each case as set following the sale order. A gain or loss is recognized based on the difference between the selling price and
the average cost of the platinum sold. Neither the Trustee nor the Sponsor is liable for depreciation or loss incurred by reason
of any sale.
Realized
gains and losses result from the transfer of platinum for Share redemptions and / or to pay expenses and are recognized on a trade
date basis as the difference between the fair value and average cost of platinum transferred.
2.8
Segment Reporting
Adoption of the new standard impacted disclosures only and did
not affect the Trust’s financial position nor the results of its operations. Operating segments are components of a public entity
that engage in business activities from which it may recognize revenues and incur expenses, have discrete financial information
available, and have their operating results regularly reviewed by the public entity’s chief operating decision maker (“CODM”)
when assessing segment performance and making decisions about segment resources. The Chief Financial Officer of the Sponsor acts
as the Trust’s CODM. The CODM monitors the operating results of the Trust as a whole, and the Trust’s asset allocation is managed
in accordance with its Prospectus. The Trust operates as a single operating and reporting segment pursuant to its investment objective
and principal investment strategy. The Trust’s prospectus describes the Trust’s fees, investment objective, principal investment
strategy and principal risks, among other items. The Trust’s portfolio composition, total returns, expense ratios and changes in
net assets used by the CODM to assess segment performance and make resource allocations are consistent with the information presented
within the Trust’s financial statements. The accompanying financial statements detail the Trust’s segment assets, liabilities,
revenues, and expenses. Segment assets are reflected on the Trust’s Statement of Assets and Liabilities as “Total Assets”
and significant segment expenses are listed on the Statement of Operations.
2.9.
Subsequent Events
In
accordance with the provisions set forth in FASB ASC 855-10, Subsequent Events , the Trust’s management has evaluated
the possibility of subsequent events impacting the Trust’s financial statements through the filing date. During this period,
no material subsequent events requiring adjustment to or disclosure in the financial statements were identified.
F- 13
abrdn
Platinum ETF Trust
Notes
to the Financial Statements
3.
Related Parties
The
Sponsor and the Trustee are considered to be related parties to the Trust. The Trustee and the Custodian and their affiliates
may from time to time act as Authorized Participants and purchase or sell Shares for their own account, as agent for their customers
and for accounts over which they exercise investment discretion. In addition, the Trustee and the Custodian and their affiliates
may from time to time purchase or sell platinum directly, for their own account, as agent for their customers and for accounts
over which they exercise investment discretion. The Trustee’s and Custodian’s fees are paid by the Sponsor and are
not separate expenses of the Trust.
4.
Concentration of Risk
The
Trust’s sole business activity is the investment in platinum, and substantially all the Trust’s assets are
holdings of platinum, which creates a concentration of risk associated with fluctuations in the price of platinum. Several
factors could affect the price of platinum, including: (i) global platinum supply and demand, which is influenced by factors
such as production and cost levels in major platinum producing countries, recycling, autocatalyst demand, industrial demand,
jewelry demand and investment demand; (ii) investors’ expectations with respect to the rate of inflation; (iii)
currency exchange rates; (iv) interest rates; (v) investment and trading activities of hedge funds and commodity funds; and
(vi) global or regional political, economic or financial events and situations. In addition, there is no assurance that
platinum will maintain its long-term value in terms of purchasing power in the future. In the event that the price of
platinum declines, the Sponsor expects the value of an investment in the Shares to decline proportionately. Each of these
events could have a material effect on the Trust’s financial position and results of operations.
5.
Indemnification
Under
the Trust’s organizational documents, the Trustee (and its directors, employees and agents) and the Sponsor (and its members,
managers, directors, officers, employees and affiliates) are indemnified by the Trust against any liability, cost or expense it
incurs without gross negligence, bad faith, willful misconduct or willful malfeasance on its part and without reckless disregard
on its part of its obligations and duties under the Trust’s organizational documents. 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.
F- 14
abrdn
Platinum ETF Trust
SIGNATURES
Pursuant
to the requirements 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 thereunto duly authorized.
abrdn ETFs Sponsor LLC
Date: March 2, 2026
/s/ Steven Dunn*
Steven Dunn **
President and Chief Executive Officer
(Principal Executive Officer)
Date: March 2, 2026
/s/ Sharon Ferrari*
Sharon Ferrari **
Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)
* The
originally executed copy of this Certification will be maintained at the Sponsor’s offices and will be made available for
inspection upon request.
** The
Registrant is a trust and the persons are signing in their capacities as officers of abrdn ETFs Sponsor LLC, the Sponsor of the
Registrant.
Exhibit Index
Exhibit
No.
Description
23.1
Consent of KPMG LLP, Independent Registered Public Accounting Firm
31.1
Chief Executive Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Chief Financial Officer’s Certificate, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1
Chief Executive Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2
Chief Financial Officer’s Certificate, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101
The following financial statements from the
Trust’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL: (i) Statements of
Assets and Liabilities, (ii) Statements of Operations, (iii) Statements of Changes in Net Assets, and (iv) Notes to the Financial
Statements.
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Document
101.DEF
XBRL Taxonomy Extension Definitions Document
101.LAB
XBRL Taxonomy Extension Labels Document
101.PRE
XBRL Taxonomy Extension Presentation Document
104
The cover page from the Trust’s Annual
Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL (included as Exhibit 101).
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.