21Shares XRP ETF 10-Q

Item 1. Financial Statements (Unaudited) 21SHARES XRP ETF STATEMENTS OF ASSETS AND LIABILITIES September 30, December 31, 2025 2024 Assets (Unaudited) Investment in XRP, at fair value (cost $ 216,527,291 , and $ 220,676,000 , respectively) $ 280,028,593 $ 209,510,000 Total assets 280,028,593 209,510,000 Liabilities Sponsor fee payable 132,962 157,810 Total liabilities 132,962 157,810 Commitments and contingent liabilities (Note 7) Net assets $ 279,895,631 $ 209,352,190 Net assets consists of: Paid-in capital $ 220,676,000 $ 220,676,000 Accumulated earnings (loss) 59,219,631 ( 11,323,810 ) $ 279,895,631 $ 209,352,190 Shares issued and outstanding, no par value, unlimited amount of authorized 10,000,000 10,000,000 Net asset value per share $ 27.99 $ 20.94 The accompanying notes are an integral part of the financial statements. 1 21Shares XRP ETF SCHEDULES OF INVESTMENT % of Net September 30, 2025 (Unaudited) Quantity Cost Fair Value Assets Investment in XRP 98,120,000 $ 216,527,291 $ 280,028,593 100.05 % Total investment in XRP $ 216,527,291 $ 280,028,593 100.05 % Liabilities in excess of other assets $ ( 132,962 ) ( 0.05 )% Net assets $ 279,895,631 100.00 % December 31, 2024 Quantity Cost Fair Value % of Net Assets Investment in XRP 100,000,000 $ 220,676,000 $ 209,510,000 100.1 % Total investment in XRP $ 220,676,000 $ 209,510,000 100.1 % Liabilities in excess of other assets $ ( 157,810 ) ( 0.1 )% Net assets $ 209,352,190 100.0 % The accompanying notes are an integral part of the financial statements. 2 21Shares XRP ETF STATEMENTS OF OPERATIONS For the For the three months nine months ended ended September 30, September 30, 2025 2025 (Unaudited)* (Unaudited)* Expenses Sponsor fee $ 1,829,200 $ 4,753,883 Net investment loss ( 1,829,200 ) ( 4,753,883 ) Realized and change in unrealized gain (loss) Net realized gain on investment in XRP sold to pay sponsor fee 533,848 677,164 Net change in unrealized appreciation (depreciation) on investment in XRP 56,103,429 74,667,302 Net change in unrealized appreciation (depreciation) on sponsor fee payable ( 97,267 ) ( 47,142 ) Net realized and change in unrealized gain (loss) 56,540,010 75,297,324 Net increase in net assets resulting from operations $ 54,710,810 $ 70,543,441 * No comparative statement has been provided as the Trust did not have operations as of September 30, 2024. The accompanying notes are an integral part of the financial statements. 3 21Shares XRP ETF STATEMENTS OF CHANGES IN NET ASSETS For the For the three months nine months ended ended September 30, 2025 September 30, 2025 (Unaudited)* (Unaudited)* Net assets, beginning of period $ 225,184,821 $ 209,352,190 Net investment loss ( 1,829,200 ) ( 4,753,883 ) Net realized gain on investment in XRP sold to pay sponsor fee 533,848 677,164 Net change in unrealized appreciation (depreciation) on investment in XRP 56,103,429 74,667,302 Net change in unrealized appreciation (depreciation) on sponsor fee payable ( 97,267 ) ( 47,142 ) Net assets, end of period $ 279,895,631 $ 279,895,631 Shares issued and redeemed Shares issued - - Shares redeemed - - Net increase in Shares issued and outstanding - - * No comparative statement has been provided as the Trust did not have operations as of September 30, 2024. The accompanying notes are an integral part of the financial statements. 4 21Shares XRP ETF Notes to Financial Statements (Unaudited) 1. Organization The 21Shares XRP ETF (the “Trust”) is a Delaware statutory trust, formed on June 3, 2024, pursuant to the Delaware Statutory Trust Act (“DSTA”). On December 16, 2024, the Trust changed its name from 21Shares Core XRP Trust to 21Shares XRP Trust. On August 22, 2025, the Trust changed its name from 21Shares XRP Trust to 21Shares XRP ETF. The Trust operates pursuant to a Third Amended and Restated Trust Agreement (the “Trust Agreement”). CSC Delaware Trust Company, a Delaware trust company, is the trustee of the Trust (the “Trustee”). The Trust is managed and controlled by 21Shares US LLC (the “Sponsor”). The Sponsor is a limited liability company formed in the state of Delaware on June 16, 2021, and is a wholly owned subsidiary of Jura Pentium Inc. In November 2025, 21co Holdings Limited, Jura Pentium Inc.’s former ultimate parent company, was acquired by FalconX Holdings Limited, which became the ultimate parent of Jura Pentium Inc. and the Sponsor. Coinbase Custody Trust Company, LLC (“Coinbase”), Anchorage Digital Bank N.A. (“Anchorage”), and BitGo Bank & Trust N.A. (“BitGo” and together with Coinbase and Anchorage, as the context may require, the “Custodian”, “Custodians” and each a “Custodian”) are the custodians for the Trust and hold all of the Trust’s XRP on the Trust’s behalf. The transfer agent (the “Transfer Agent”), the administrator for the Trust (the “Administrator”), and the cash custodian (the “Cash Custodian”), is Bank of New York Mellon. The Trust is a passive investment vehicle that does not seek to generate returns beyond tracking the price of XRP tokens (“XRP”). Ripple Markets Inc., a corporation incorporated and existing under the laws of Delaware (the “Purchaser”) entered into a subscription agreement to purchase from the Trust, shares of beneficial interest (the “Shares”), representing fractional undivided beneficial interests in the net assets of the Trust, for an aggregate purchase price of 100,000,000 units of XRP. The Trust is an exchange-traded fund that issues units of beneficial interest (the “Shares”) representing fractional undivided beneficial interests in its net assets that trade on the Cboe BZX Exchange, Inc. (the “Exchange”). The Shares are listed for trading on the Exchange under the ticker symbol “TOXR”. The Trust’s investment objective is to seek to track the performance of XRP as measured by the performance of the CME CF XRP-Dollar Reference Rate -- New York Variant (the “Pricing Benchmark”), adjusted for the Trust’s expenses and other liabilities. CF Benchmarks Ltd. is the administrator for the Pricing Benchmark (the “Pricing Benchmark Provider”). The Pricing Benchmark is designed to reflect the performance of XRP in U.S. dollars. In seeking to achieve its investment objective, the Trust will hold XRP at its Custodians and will value its Shares daily based on the Pricing Benchmark. The Trust is an “emerging growth company” as that term is used in the Securities Act of 1933, as amended (the “Securities Act”), and, as such, the Trust may elect to comply with certain reduced public company reporting requirements. The statement of assets and liabilities on September 30, 2025, has been prepared on behalf of the Trust and is unaudited. In the opinion of management of the Sponsor of the Trust, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position and results of operations for the period ended September 30, 2025, have been made. The fiscal year-end of the Trust is December 31. 2. Significant Accounting Policies Basis of Accounting The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP” or “GAAP”). The Trust qualifies as an investment company solely for accounting purposes and not for any other purpose and follows the accounting and reporting guidance under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services - Investment Companies, but is not registered, and is not required to be registered, as an investment company under the Investment Company Act of 1940, as amended. The Trust uses fair value as its method of accounting for XRP in accordance with its classification as an investment company for accounting purposes. 5 The preparation of the financial statements in conformity with US GAAP requires the Trust to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results may differ materially from such estimates as additional information becomes available or actual amounts may become determinable. Should actual results differ from those previously recognized, the recorded estimates will be revised accordingly with the impact reflected in the operating results of the Trust in the reporting period in which they become known. Cash Cash includes non-interest bearing, non-restricted cash maintained with one financial institution that does exceed U.S. federally insured limits. Investment Valuation US GAAP defines fair value as the price the Trust would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Trust’s policy is to value investments held at fair value. The Trust identifies and determines the XRP principal market (or in the absence of a principal market, the most advantageous market) for GAAP purposes consistent with the application of the fair value measurement framework in FASB ASC 820 — Fair Value Measurement. A principal market is the market with the greatest volume and activity level for the asset or liability. The determination of the principal market will be based on the market with the greatest volume and level of activity that can be accessed. The Trust obtains relevant volume and level of activity information and based on initial analysis will select an exchange market as the Trust’s principal market. The net asset value (“NAV”) and NAV per Share will be calculated using the fair value of XRP based on the price provided by this exchange market, as of 4:00 p.m. ET on the measurement date for GAAP purposes. The Trust will update its principal market analysis periodically and as needed to the extent that events have occurred, or activities have changed in a manner that could change the Sponsor’s determination of the Trust’s principal market. Various inputs are used in determining the fair value of assets and liabilities. Inputs may be based on independent market data (“observable inputs”), or they may be internally developed (“unobservable inputs”). These inputs are categorized into a disclosure hierarchy consisting of three broad levels for financial reporting purposes. The level of a value determined for an asset or liability within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are as follows: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means; and Level 3: Unobservable inputs, including the Trust’s assumptions used in determining the fair value of investments, where there is little or no market activity for the asset or liability at the measurement date. The Trust’s assets recorded at fair value have been categorized based upon a fair value hierarchy as described in the Trust’s significant accounting policies in Note 2. The following table presents information about the Trust’s assets measured at fair value as of September 30, 2025 (Unaudited) and December 31, 2024: September 30, 2025 (Unaudited) Level 1 Level 2 Level 3 Total Assets (at fair value) Investment in XRP $ 280,028,593 $ - $ - $ 280,028,593 December 31, 2024 Level 1 Level 2 Level 3 Total Assets (at fair value) Investment in XRP $ 209,510,000 $ - $ - $ 209,510,000 The cost basis of the investment in XRP recorded by the Trust for financial reporting purposes is the fair value of XRP at the time of purchase. The cost basis recorded by the Trust may differ from proceeds collected by the Authorized Participant from the sale of the corresponding Shares to investors. 6 Investment Transactions The Trust considers investment transactions to be the receipt of XRP for Share creations and the delivery of XRP for Share redemptions or for payment of expenses in XRP. The Trust records its investments transactions on a trade date basis and changes in fair value are reflected as net change in unrealized appreciation or depreciation on investments. Realized gains and losses are calculated using the specific identification method. Realized gains and losses are recognized in connection with transactions including redemption of shares and settling obligations for the Sponsor’s fee in XRP. Calculation of NAV and NAV per Share On each day other than when the Exchange is closed for regular trading (a “Business Day”), as soon as practicable after 4:00 p.m. ET, the NAV of the Trust is obtained by subtracting all accrued fees, expenses and other liabilities of the Trust from the fair value of the XRP and other assets held by the Trust. The Trustee computes the NAV per Share by dividing the NAV of the Trust by the number of Shares outstanding on the date the computation is made. Federal Income Taxes The Sponsor and the Trustee will treat the Trust as a “grantor trust” for U.S. federal income tax purposes. Although not free from doubt due to the lack of directly governing authority, if the Trust operates as expected, the Trust should be classified as a “grantor trust” for U.S. federal income tax purposes and the Trust itself should not be subject to U.S. federal income tax. Each beneficial owner of Shares will be treated as directly owning its pro rata Share of the Trust’s assets and a pro rata portion of the Trust’s income, gain, losses and deductions passed through to each beneficial owner of Shares. If the Trust sells XRP (for example, to pay fees or expenses), such a sale is a taxable event to shareholders of the Trust (“Shareholders”). Upon a Shareholder’s sale of its Shares, the Shareholder will be treated as having sold the pro rata share of the XRP held in the Trust at the time of the sale and may recognize gain or loss on such sale. The Sponsor has reviewed the tax positions as of September 30, 2025, and has determined that no provision for income tax is required in the Trust’s financial statements. Segment Reporting The Trust operates in one segment. The segment derives its revenues from Trust investments made in accordance with the defined investment strategy of the Trust, as prescribed in the Trust’s prospectus. The Chief Operating Decision Maker (“CODM”) is the Sponsor. The CODM monitors the operating results of the Trust. The financial information that the CODM leverages to assess the segment’s performance and to make decisions for the Trust’s single segment, is consistent with the financial information that is presented within the Trust’s financial statements. Segment assets are reflected on the accompanying Statement of Assets and Liabilities as Total assets and the only significant segment expense, the Sponsor fee, is included in the accompanying Statements of Operations. 7 3. Fair Value of XRP The following represents the changes in quantity of XRP and the respective fair value for the three and nine months ended September 30, 2025 (Unaudited): Quantity of XRP Fair Value Beginning balance as of January 1, 2025 100,000,000 $ 209,510,000 XRP sold ( 1,880,000 ) ( 4,825,873 ) Net realized gain on investment in XRP sold to pay sponsor fee - 677,164 Net change in unrealized appreciation (depreciation) on investment in XRP - 74,667,302 Ending balance as of September 30, 2025 98,120,000 $ 280,028,593 Quantity of XRP Fair Value Beginning balance as of July 1, 2025 98,770,000 $ 225,359,558 XRP sold ( 650,000 ) ( 1,968,242 ) Net realized gain on investment in XRP sold to pay sponsor fee - 533,848 Net change in unrealized appreciation on investment in XRP - 56,103,429 Ending balance as of September 30, 2025 98,120,000 $ 280,028,593 4. Trust Expenses The Trust pays the unitary Sponsor fee of 2.5 % of the Trust’s XRP holdings. The Sponsor fee is paid by the Trust to the Sponsor as compensation for services performed under the Trust Agreement. The Sponsor fee accrues daily and is payable in XRP weekly in arrears. The Administrator calculates the Sponsor fee on a daily basis by applying an annualized rate to the Trust’s total XRP holdings, and the amount of XRP payable in respect of each daily accrual is determined by reference to the Pricing Benchmark. The Sponsor has agreed to pay all operating expenses (except for litigation expenses and other extraordinary expenses) out of the Sponsor fee. Operating expenses assumed by the Sponsor include (i) the fee payable to the marketing agent for services it provides to the Trust (the “Marketing Fee”), (ii) fees to the Administrator, if any, (iii) fees to the Custodians, (iv) fees to the Transfer Agent, (v) fees to the Trustee, (vi) the fees and expenses related to any future listing, trading or quotation of the Shares on any listing exchange or quotation system (including legal, marketing and audit fees and expenses), (vii) ordinary course legal fees and expenses but not litigation-related expenses, (viii) audit fees, (ix) regulatory fees, including, if applicable, any fees relating to the registration of the Shares under the Securities Act or the Exchange Act, (x) printing and mailing costs, (xi) costs of maintaining the Sponsor’s website and (xii) applicable license fees (each, a “Sponsor-paid Expense,” and together, the “Sponsor-paid Expenses”), provided that any expense that qualifies as an Additional Trust Expense will be deemed to be an Additional Trust Expense and not a Sponsor-paid Expense. There is currently no predetermined cap on the aggregate amount of Sponsor-paid expenses. Should the Trust implement a predetermined cap on aggregate Sponsor-paid expenses, the Trust will notify the owners of the beneficial interests of Shares in a prospectus supplement or in its periodic Exchange Act reports, as applicable, and on the Sponsor’s website. The Sponsor will not, however, assume certain extraordinary, non-recurring expenses that are not Sponsor-paid Expenses, including, but not limited to, taxes and governmental charges, expenses and costs of any extraordinary services performed by the Sponsor (or any other service provider) on behalf of the Trust to protect the Trust or the interests of Shareholders, any indemnification of the Custodians, Administrator or other agents, service providers or counter-parties of the Trust, the fees and expenses related to the initial listing of Shares on the Exchange, and extraordinary legal fees and expenses, including any legal fees and expenses incurred in connection with litigation, regulatory enforcement or investigation matters (collectively, “Additional Trust Expenses”). Of the Sponsor-paid Expenses, ordinary course legal fees and expenses shall be subject to a cap of $ 100,000 per annum. In the Sponsor’s sole discretion, all or any portion of a Sponsor-paid Expense may be re-designated as an Additional Trust Expense. To the extent that the Sponsor does not voluntarily assume expenses, they will be the responsibility of the Trust. The Sponsor also pays the costs of the Trust’s organization and offering. The Trust is not obligated to repay any such costs related to the Trust’s organization and offering paid by the Sponsor. 5. Creation and Redemption of Shares The Trust creates and redeems Shares on a continuous basis but only in Creation Baskets consisting of 10,000 Shares or multiples thereof on the NAV of the date of the creation or redemption. Only “Authorized Participants”, which are registered broker-dealers who have entered into written agreements with the Sponsor and the Administrator, can place orders. The Trust engages in XRP transactions for converting cash into XRP (in association with purchase orders) and XRP into cash (in association with redemption orders). The Trust conducts its XRP purchase and sale transactions by, in its sole discretion, choosing to trade directly with third parties (each, a “XRP Trading Counterparty”), who are not registered broker-dealers pursuant to written agreements between such XRP Trading Counterparties and the Trust, or choosing to trade through the Prime Broker acting in an agency capacity with third parties such as through its Coinbase Prime service pursuant to the Prime Broker Agreement. A XRP Trading Counterparty may be an affiliate of an Authorized Participant. 8 Authorized Participants may deliver cash or XRP to create Shares and may (either directly, or through their designated agents) receive cash or XRP when redeeming Shares. For the For the three months nine months ended ended September 30, September 30, 2025 2025 (Unaudited) (Unaudited) Activity in capital transactions issued and redeemed Shares issued - - Shares redeemed - - Net change in capital transactions issued and redeemed - - For a period ending two (2) years (the “Lock-up Period”), the Purchaser has agreed that it shall not, without the prior written consent of the Sponsor, sell, transfer, assign, pledge, hypothecate or otherwise dispose of any of the Shares it holds, nor will the Purchaser seek to have the Trust or the Sponsor redeem the Shares during the Lock-up Period. Irrespective of whether such two (2) year lock up period has elapsed or not, once the Trust is first listed on a national securities exchange, the shares shall remain locked-up for a further period of six (6) months from the date of listing. Following expiration of the Lock-up Period, the Purchaser may, to the extent permitted by applicable laws, be permitted to redeem Shares in accordance with the Trust Agreement. XRP purchased payable represents the quantity of XRP purchased for the creation of Shares where the XRP has not yet settled. Generally, XRP is transferred within two Business Days of the trade date. As of September 30, 2025, the Trust held $ 0 of XRP in purchased payables. XRP sold receivable represents the quantity of XRP sold for the redemption of Shares where the XRP has not yet been settled. Generally, XRP is transferred within two Business Days of the trade date. As of September 30, 2025, the Trust held $ 0 of XRP in sold receivables. 6. Related Parties The Sponsor is a related party to the Trust. The Trust’s operations are supported by its Sponsor, who is in turn supported by its parent company and affiliated companies and external service providers. The Sponsor arranged for the creation of the Trust and is responsible for the ongoing registration of the Shares for their public offering in the United States and the listing of Shares on the Exchange. At September 30, 2025, the Sponsor did not own any Shares of the Trust. 7. Commitments and Contingent Liabilities In the normal course of business, the Trust may enter into contracts that contain a variety of general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust which have not yet occurred and cannot be predicted with any certainty. However, the Sponsor believes the risk of loss under these arrangements to be remote. 8. Concentration Risk Unlike other funds that may invest in diversified assets, the Trust’s investment strategy is concentrated in a single asset within a single asset class. This concentration maximizes the degree of the Trust’s exposure to a variety of market risks associated with XRP and digital assets. By concentrating its investment strategy solely in XRP, any losses suffered as a result of a decrease in the value of XRP can be expected to reduce the value of an interest in the Trust and will not be offset by other gains if the Trust were to invest in underlying assets that were diversified. 9. Indemnification The Sponsor will not be liable to the Trust, the Trustee or any Shareholder for any action taken or for refraining from taking any action in good faith, or for errors in judgment or for depreciation or loss incurred by reason of the sale of any XRP or other assets of the Trust. However, the preceding liability exclusion will not protect the Sponsor against any liability resulting from its own gross negligence, bad faith, or willful misconduct. The Sponsor and each of its shareholders, members, directors, officers, employees, affiliates, and subsidiaries will be indemnified by the Trust and held harmless against any losses, liabilities or expenses incurred in the performance of its duties under the Trust Agreement without gross negligence, bad faith, or willful misconduct. The Sponsor may rely in good faith on any paper, order, notice, list, affidavit, receipt, evaluation, opinion, endorsement, assignment, draft, or any other document of any kind prima facie properly executed and submitted to it by the Trustee, the Trustee’s counsel or by any other person for any matters arising under the Trust Agreement. The Sponsor shall in no event be deemed to have assumed or incurred any liability, duty, or obligation to any Shareholder or to the Trustee other than as expressly provided for in the Trust Agreement. Such indemnity includes payment from the Trust of the costs and expenses incurred in defending against any indemnified claim or liability under the Trust Agreement. 9 The Trustee will not be liable or accountable to the Trust or any other person or under any agreement to which the Trust or any series of the Trust is a party, except for the Trustee’s breach of its obligations pursuant to the Trust Agreement or its own willful misconduct, bad faith or gross negligence. The Trustee and each of the Trustee’s officers, affiliates, directors, employees, and agents will be indemnified by the Trust from and against any losses, claims, taxes, damages, reasonable expenses, and liabilities incurred with respect to the creation, operation or termination of the Trust, the execution, delivery or performance of the Trust Agreement or the transactions contemplated thereby; provided that the indemnified party acted without willful misconduct, bad faith or gross negligence. 10. Financial Highlights Financial highlights for the three and nine months ended September 30, 2025 (Unaudited) are as follows: For the For the three months nine months ended ended September 30, September 30, 2025 2025 (Unaudited) (Unaudited) Per Share operating performance Net asset value per Share, beginning of period $ 22.52 $ 20.94 Net investment income (loss) (1) ( 0.18 ) ( 0.48 ) Net realized and change in unrealized appreciation (depreciation) on investment in XRP (2) 5.65 7.53 Net change in net assets from operations 5.47 7.05 Net asset value per Share, end of period $ 27.99 $ 27.99 Total return, at net asset value (3) 24.30 % 33.70 % Ratios to average net assets (4) : Expenses 2.52 % 2.50 % Net investment income (loss) ( 2.52 )% ( 2.50 )% (1) Calculated using average Shares outstanding. (2) The amount shown for a share outstanding throughout the period may not agree with the change in the aggregate gains and losses for the period because of the timing of sales and repurchases of the Trust’s shares in relation to fluctuating market values for the Trust. (3) Total return is calculated based on the change in value during the period and is not annualized. An individual shareholder’s return and ratios may vary from the above total returns and ratios based on the timing of capital contributions to and withdrawals from the Trust. (4) Annualized . Per share operating performance and total return are calculated for each permanent, non-managing class or series of Shares. 11. Subsequent Events In November 2025, 21co Holdings Limited, Jura Pentium Inc.’s former ultimate parent company, was acquired by FalconX Holdings Limited, which became the ultimate parent of Jura Pentium Inc. and the Sponsor. On December 10, 2025, the Sponsor, purchased 20,000 Shares. The total proceeds to the Trust from the sale of the Seed Creation Baskets were $ 406,600 . On December 11, 2025, the Trust changed its fund administration service provider to The Bank of New York Mellon Corporation (BNY). Subsequent events have been evaluated through January 26, 2026, the date that the Trust’s financial statements were issued and has determined that there are no other material events that would require disclosure in the financial statements. 10