Item 9A. Controls and Procedures
Item
9A. 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, 2024, 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, 2024. 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, 2024. 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, 2024.
42
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, 2024.
43
KPMG LLP
345 Park Avenue
New York, NY 10154-0102
Report of Independent Registered Public Accounting
Firm
To the Sponsor, Trustee and Shareholders
abrdn Silver ETF Trust:
Opinion on Internal Control Over Financial
Reporting
We have audited abrdn Silver ETF
Trust’s (known as Aberdeen Standard Silver ETF Trust prior to March 31, 2022) (the Trust) internal control over financial reporting
as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued
by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Trust maintained, in all material respects,
effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control
– Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway
Commission.
We also have audited, in accordance
with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the statements of assets and liabilities
of the Trust, including the schedules of investments, as of December 31, 2024 and 2023, 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, 2024, and the related notes
(collectively, the financial statements), and our report dated February 28, 2025 expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Trust’s management is responsible
for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over
financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility
is to express an opinion on the Trust’s internal control over financial reporting based on our audit. 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 audit in accordance
with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial
reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also
included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable
basis for our opinion.
Definition and Limitations of Internal Control
Over Financial Reporting
A company’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 generally accepted accounting principles. A company’s
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 assets of the company; (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 receipts and expenditures of the company are being made only in accordance with authorizations of management
and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the company’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 inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
New York, New York
February 28, 2025
KPMG LLP, a Delaware limited liability partnership and a member firm of
the KPMG global organization of independent member firms affiliated with
KPMG International Limited, a private English company limited by guarantee.
44
Item
9B. Other Information
No
officers or directors of the Trust have adopted, modified or terminated trading plans under a Rule 10b5-1 or non-Rule 10b51 trading
arrangements for the year ended December 31, 2024.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
45
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
Mr.
Dunn, CIMA®, is the Head of Exchange Traded Funds at abrdn Inc. 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 in
2008. Prior to working at abrdn, 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.
Departure
of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Effective
November 12, 2024, Brian Kordeck resigned as Chief Financial Officer and Treasurer of the Sponsor. Mr. Kordeck served as Principal
Financial Officer of the Registrant.
Sharon
Ferrari was appointed as Chief Financial Officer and Treasurer of the Sponsor, effective on November 12, 2024. Ms. Ferrari serves
as Principal Financial Officer of the Registrant.
As
described under Item 1 above, abrdn Inc. is the parent of the Sponsor.
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.
Security
Ownership of Management
Not
applicable.
46
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, 2024 and 2023
New
York, NY Auditor ID: 185
December 31, 2024
December 31, 2023
Audit fees – KPMG
$ 94,000
$ 85,000
Audit related fees - KPMG
0
11,500
$ 94,000
$ 96,500
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.
47
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.
3.
Exhibits
Exhibit
No.
Description
4.1(a)
Depositary
Trust Agreement, incorporated by reference to Exhibit 4.1 filed with Registration Statement No. 333-156307 on July 21, 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 year ended December 31, 2019 filed 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 is filed herewith
4.3
Certificate
of Beneficial Interest, incorporated by reference to Exhibit 4.3 filed with Registration Statement No. 333-156307 on July
21, 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. 333-156307 on July 21, 2009
10.4(a)
Marketing
Agent Agreement, incorporated by reference to Exhibit 10.4 filed with Registration Statement No 333-156307 on July 21, 2009
10.4(b)
Novation
of and Amendment No. 1 to the Marketing Agent Agreement, incorporated by reference to Exhibit 10.4(b) filed with the Trust’s
Annual Report on Form 10-K on March 1, 2019
48
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
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, 2024, 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, 2024, formatted in Inline XBRL (included as Exhibit 101).
Item
16. Form 10-K Summary
Not
applicable.
49
ABRDN
SILVER ETF TRUST
Financial Statements as of December 31, 2024
Index
Page
Report of Independent Registered Public Accounting Firm
F-2
Statements of Assets and Liabilities at December 31, 2024 and 2023
F-3
Schedules of Investments at December 31, 2024 and 2023
F-4
Statements of Operations for the years ended December 31, 2024, 2023 and 2022
F-5
Statements of Changes in Net Assets for the years ended December 31, 2024, 2023 and 2022
F-6
Financial Highlights for the years ended December 31, 2024, 2023 and 2022
F-7
Notes to the Financial Statements
F-8
F- 1
KPMG LLP
345 Park Avenue
New York, NY 10154-0102
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Sponsor, Trustee and Shareholders
abrdn Silver ETF Trust:
Opinion on the Financial Statements
We have audited the accompanying statements of assets and liabilities
of abrdn Silver ETF Trust (known as Aberdeen Standard Silver ETF Trust prior to March 31, 2022) (the Trust), including the schedules of
investments, as of December 31, 2024 and 2023, 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, 2024, 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,
2024 and 2023, 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, 2024, 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, 2024, 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 February 28, 2025 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 was 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 it relates.
Evaluation of the evidence pertaining to the existence of the silver
holdings
As presented on the December 31, 2024 schedule of investments and in
Note 2.2, the fair value of the Trust’s investment in silver is $1,414,591 thousand, representing
99.54% of the Trust’s net assets, and 48,939,346.4 ounces of silver holdings. The
investment i n silver was held by a third-party sub-custodian (the custodian).
We identified the evaluation of the evidence pertaining to the existence
of the silver holdings as a critical audit matter. Given the nature and volume of the silver
holdings, subjective auditor judgment was required to evaluate the extent and nature of evidence obtained to assess the existence
of silver 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 silver
held to the custodian’s records, (2) the approval of silver deposits and withdrawals by the
trustee of the Trust and (3) the physical counts of the Trust’s silver 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 silver holdings held by the custodian as of December 31, 2024. We compared the total
ounces on such schedule to the Trust’s record of silver holdings. We also attended and observed
a part of the physical counts of the Trust’s silver 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.
/s/ KPMG LLP
We have served as the Trust’s auditor since 2015.
New York, New York
February 28, 2025
KPMG LLP, a Delaware limited liability partnership and a member firm of
the KPMG global organization of independent member firms affiliated with
KPMG International Limited, a private English company limited by guarantee.
F- 2
abrdn
Silver ETF Trust
Statements
of Assets and Liabilities
At
December 31, 2024 and 2023
December 31, 2024
December 31, 2023
(Amounts in 000’s of US$, except for Share and per Share data)
ASSETS
Investment in silver (cost: December 31, 2024: $ 1,152,826 ; December 31, 2023: $ 966,910 )
$ 1,414,591
$ 1,060,674
Silver receivable
6,899
—
Total assets
1,421,490
1,060,674
LIABILITIES
Fees payable to Sponsor
366
271
Total liabilities
366
271
NET ASSETS (1)
$ 1,421,124
$ 1,060,403
(1)
Authorized
share capital is Unlimited with no par value per Share. Shares issued and outstanding at December 31, 2024 were 51,500,000
and at December 31, 2023 were 46,550,000 . Net asset values per Share at December 31, 2024 and December 31, 2023 were $ 27.59
and $ 22.78 , respectively.
See
Notes to the Financial Statements
F- 3
abrdn
Silver ETF Trust
Schedules
of Investments
At
December 31, 2024 and 2023
December 31, 2024
Description
oz
Cost
Fair Value
% of Net Assets
Investment in silver (in 000’s of US$, except for oz and percentage data)
Silver
48,939,346.4
$ 1,152,826
$ 1,414,591
99.54 %
Total investment in silver
48,939,346.4
$ 1,152,826
$ 1,414,591
99.54 %
Other assets less liabilities
6,533
0.05 %
Net Assets
$ 1,421,124
100.00 %
December 31, 2023
Description
oz
Cost
Fair Value
% of Net Assets
Investment in silver (in 000’s of US$, except for oz and percentage data)
Silver
44,584,861.0
$ 966,910
$ 1,060,674
100.03 %
Total investment in silver
44,584,861.0
$ 966,910
$ 1,060,674
100.03 %
Less liabilities
( 271 )
( 0.03 )%
Net Assets
$ 1,060,403
100.00 %
See
Notes to the Financial Statements
F- 4
abrdn
Silver ETF Trust
Statements
of Operations
For
the years ended December 31, 2024, 2023, and 2022
Year Ended
December 31, 2024
Year Ended
December 31, 2023
Year Ended
December 31, 2022
(Amounts in 000’s of US$, except for Share and per Share data)
EXPENSES
Sponsor’s Fee
$ 5,885
$ 4,871
$ 4,592
Less: Waiver
( 1,962 )
( 1,624 )
( 1,531 )
Total expenses
3,923
3,247
3,061
Net investment loss
( 3,923 )
( 3,247 )
( 3,061 )
REALIZED AND UNREALIZED GAINS / (LOSSES)
Realized gain on silver transferred to pay expenses
812
252
50
Realized gain / (loss) on silver distributed for the redemption of Shares
50,350
10,651
( 5,669 )
Change in unrealized gain / (loss) on investment in silver
168,001
( 21,038 )
14,959
Total gain / (loss) on investment in silver
219,163
( 10,135 )
9,340
Change in net assets from operations
$ 215,240
$ ( 13,382 )
$ 6,279
Net increase / (decrease) in net assets per Share
$ 4.46
$ ( 0.28 )
$ 0.13
Weighted average number of Shares
48,234,290
48,148,767
48,728,767
See
Notes to the Financial Statements
F- 5
abrdn
Silver ETF Trust
Statements
of Changes in Net Assets
For
the years ended December 31, 2024, 2023 and 2022
Year Ended December 31, 2024
(Amounts in 000’s of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2024
46,550,000
$ 1,060,403
Net investment loss
( 3,923 )
Realized gain on investment in silver
51,162
Change in unrealized gain on investment in silver
168,001
Creations
12,600,000
364,716
Redemptions
( 7,650,000 )
( 219,235 )
Closing balance at December 31, 2024
51,500,000
$ 1,421,124
Year Ended December 31, 2023
(Amounts in 000’s of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2023
48,650,000
$ 1,118,817
Net investment loss
( 3,247 )
Realized gain on investment in silver
10,903
Change in unrealized (loss) on investment in silver
( 21,038 )
Creations
4,900,000
110,705
Redemptions
( 7,000,000 )
( 155,737 )
Closing balance at December 31, 2023
46,550,000
$ 1,060,403
Year Ended December 31, 2022
(Amounts in 000’s of US$, except for Share data)
Shares
Amount
Opening balance at January 1, 2022
44,750,000
$ 995,152
Net investment loss
( 3,061 )
Realized (loss) on investment in silver
( 5,619 )
Change in unrealized gain on investment in silver
14,959
Creations
15,150,000
344,224
Redemptions
( 11,250,000 )
( 226,838 )
Closing balance at December 31, 2022
48,650,000
$ 1,118,817
See
Notes to the Financial Statements
F- 6
abrdn
Silver ETF Trust
Financial
Highlights
For
the years ended December 31, 2024, 2023 and 2022
Year Ended
December 31, 2024
Year Ended
December 31, 2023
Year Ended
December 31, 2022
Per Share Performance (for a Share outstanding throughout the entire period)
Net asset value per Share at beginning of period
$ 22.78
$ 23.00
$ 22.24
Income from investment operations:
Net investment loss
( 0.08 )
( 0.07 )
( 0.06 )
Total realized and unrealized gains or losses on investment in silver
4.89
( 0.15 )
0.82
Change in net assets from operations
4.81
( 0.22 )
0.76
Net asset value per Share at end of period
$ 27.59
$ 22.78
$ 23.00
Weighted average number of Shares
48,234,290
48,148,767
48,728,767
Expense ratio (1)
0.30 %
0.30 %
0.30 %
Net investment loss ratio
( 0.30 )%
( 0.30 )%
( 0.30 )%
Total return, net asset value
21.12 %
( 0.96 )%
3.42 %
See
Notes to the Financial Statements
F- 7
abrdn
Silver ETF Trust
Notes
to the Financial Statements
1. Organization
The abrdn
Silver ETF Trust (the “Trust”) is a common law trust formed on July 20, 2009 (the “Date of Inception”) 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 silver and issues abrdn
Physical Silver Shares ETF (“Shares”) in minimum blocks of 50,000 Shares (also referred to as “Baskets”)
in exchange for deposits of silver and distributes silver 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 abrdn Inc., which is a wholly-owned indirect subsidiary
of abrdn plc. The Trust is governed by the Trust Agreement.
Effective
November 12, 2024, Brian Kordeck resigned as Treasurer and Chief Financial Officer of the Sponsor. Mr. Kordeck had served as Principal
Financial Officer of the Registrant. Effective November 12, 2024, Sharon Ferrari was appointed Treasurer and Chief Financial Officer
of the Sponsor. Ms. Ferrari serves as Principal Financial Officer of the Registrant.
The
investment objective of the Trust is for the Shares to reflect the performance of the price of physical silver, 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 silver 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 Silver
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.
Effective
May 23, 2024, the Trustee, at the direction of the Sponsor, entered into an Allocated Account Agreement and Unallocated Account
Agreement with ICBC Standard Bank Plc (“ICBC”), providing for the custody of the Trust’s silver. Effective August 8,
2024, JPMorgan Chase Bank N.A. no longer serves as a custodian of the Trust’s silver. At December 31, 2024, all of the Trust’s
silver was held at ICBC or a sub-custodian selected by ICBC.
The
Trust’s silver is recorded at fair value. The cost of silver is determined according to the average cost method and the fair value
is based on the London Bullion Market Association (“LBMA”) Silver Price. Realized gains and losses on transfers
of silver, or silver distributed for the redemption of Shares, are calculated on a trade date basis as the difference between
the fair value and average cost of silver transferred.
F- 8
abrdn
Silver ETF Trust
Notes to the Financial Statements
The
ICE Benchmark Administration (“IBA”) conducts an electronic, over-the-counter silver auction in London, England to
establish a fixing price for an ounce of silver once each trading day, which is disseminated by major market vendors (the “LBMA
Silver Price”). The LBMA Silver Price is established by the LBMA-authorized bullion banks and market makers participating
in the auction.
Once
the value of silver 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 silver and all other assets held by the Trust.
The
Trust recognizes changes in fair value of the investment in silver as changes in unrealized gains or losses on investment
in silver through the Statement of Operations.
The
per Share amount of silver exchanged for a purchase or redemption is calculated daily by the Trustee using the LBMA Silver
Price to calculate the silver amount in respect of any liabilities for which covering silver sales have not yet been
made, and represents the per Share amount of silver 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.
The
Trust’s investment in silver is classified as a level 1 asset, as its value is calculated using unadjusted
quoted prices from primary market sources.
F- 9
abrdn
Silver ETF Trust
Notes to the Financial Statements
The
categorization of the Trust’s assets is as shown below:
(Amounts in 000’s of US$)
December 31, 2024
December 31, 2023
Level 1
Investment in silver
$ 1,414,591
$ 1,060,674
There were no transfers between levels during the years ended December 31, 2024 and 2023.
2.3. Silver
Receivable and Payable
Silver receivable
or payable represents the quantity of silver covered by contractually binding orders for the creation or redemption of Shares
respectively, where the silver has not yet been transferred to or from the Trust’s account. Generally, ownership of
silver is transferred within one business day of the trade date. At December 31, 2024, the Trust had $ 6,898,661 of silver receivable for the creation of Shares and no silver payable for the redemption of Shares. At December 31, 2023, the Trust had no silver 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 silver 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 silver required for such creations and redemptions. An Authorized Participant
Unallocated Account is an unallocated silver account established with the Custodian or a silver 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 silver 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 silver is exchanged in settlement of a redemption, it is considered a sale of silver
for financial statement purposes.
The
amount of silver 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 silver to be
delivered or distributed by the Trust. In order to ensure that the correct amount of silver 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 silver.
F- 10
abrdn
Silver ETF Trust
Notes to the Financial Statements
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, 2024 or December 31, 2023.
2.6. Investment
in Silver
Changes
in ounces of silver and their respective values for the years ended December 31, 2024 and 2023 are set out
below:
Year
Ended
December 31,
2024
Year
Ended
December 31,
2023
(Amounts in 000’s of US$, except for ounces data)
Ounces of silver
Opening balance
44,584,861.0
46,496,067.9
Creations
11,798,793.7
4,942,045.2
Redemptions
( 7,307,064.1 )
( 6,714,197.2 )
Transfers of silver to pay expenses
( 137,244.2 )
( 139,054.9 )
Closing balance
48,939,346.4
44,584,861.0
Investment in silver
Opening balance
$ 1,060,674
$ 1,113,348
Creations
357,817
116,454
Redemptions
( 219,235 )
( 155,737 )
Realized gain on silver distributed for the redemption of Shares
50,350
10,651
Transfers of silver to pay expenses
( 3,828 )
( 3,256 )
Realized gain on silver transferred to pay expenses
812
252
Change in unrealized (loss) on investment in silver
168,001
( 21,038 )
Closing balance
$ 1,414,591
$ 1,060,674
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 silver to
the Sponsor.
The
Trust will transfer silver to the Sponsor to pay the Sponsor’s Fee that accrues daily at an annualized rate equal to
0.45 % of the adjusted daily net asset value (“ANAV”) of the Trust, paid monthly in arrears. Presently, the Sponsor
is continuing to voluntarily waive a portion of its fee and reduce the Sponsor’s Fee to 0.30 % (which it has done since the
Date of Inception).
F- 11
abrdn
Silver ETF Trust
Notes to the Financial Statements
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, 2024, 2023 and 2022, the Sponsor’s Fee, net of fees waived by the Sponsor, was $ 3,923,620 , $ 3,247,514
and $ 3,061,148 , respectively.
At
December 31, 2024 and at December 31, 2023, the fees payable to the Sponsor were $ 366,328 and $ 271,244 , respectively.
As
a result of the waiver, the Sponsor’s Fee waived for the years ended December 31, 2024, 2023 and 2022 was $ 1,961,810 , $ 1,623,757
and $ 1,530,574 , 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 silver as necessary to pay these expenses. When selling silver to pay expenses, the Trustee will endeavor
to sell the smallest amounts of silver needed to pay these expenses in order to minimize the Trust’s holdings of assets
other than silver. Other than the Sponsor’s Fee, the Trust had no expenses during the years ended December 31, 2024
and 2023.
Unless
otherwise directed by the Sponsor, when selling silver the Trustee will endeavor to sell at the price established by the LBMA.
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 silver only if the sale transaction is
made at the next LBMA Silver Price 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 silver.
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 silver 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 silver transferred.
2.8 Segment Reporting
In this reporting period, the Trust adopted FASB Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to
Reportable Segment Disclosures (“ASU 2023-07”). 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 Fund'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 Fund'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 Fund's segment assets, liabilities, revenues, and expenses. Segment assets are reflected on the Fund'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.
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 silver 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.
F- 12
abrdn
Silver ETF Trust
Notes to the Financial Statements
4. Concentration
of Risk
The
Trust’s sole business activity is the investment in silver, and substantially all the Trust’s assets are holdings
of silver, which creates a concentration of risk associated with fluctuations in the price of silver. Several factors could
affect the price of silver, including: (i) global silver supply and demand, which is influenced by factors such as forward selling
by silver producers, purchases made by silver producers to unwind silver hedge positions, central bank purchases and sales, and
production and cost levels in major global silver-producing countries; (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 silver will maintain its long-term value in terms of purchasing power in the future. In the event that the
price of silver 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- 13
ABRDN
SILVER 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:
February 28, 2025
/s/
Steven Dunn *
Steven
Dunn **
President
and Chief Executive Officer
(Principal
Executive Officer)
Date:
February 28, 2025
/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
4.2
Form of Authorized Participant Agreement
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
97.1
Policy for Recovery of Erroneously Awarded Compensation
101
The following financial statements from the
Trust’s Annual Report on Form 10-K for the year ended December 31, 2024, 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, 2024, 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.