Bitwise Bitcoin ETF
For the period ended Dec 31, 2025. Filed Mar 2, 2026.
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FY2025 · Filed Mar 2, 2026
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Item 16. Form 10‑K Summary
None.
GLOSSARY OF DEFINED TERMS
The following terms may be used throughout this Annual Report, including the consolidated financial statements and
related notes.
1933 Act: The Securities Act of 1933, as amended.
1934 Act: The Securities Exchange Act of 1934, as amended.
Administration Agreement: The Trust Administration and Accounting Agreement with BNY Mellon.
Administrator: BNY Mellon.
Advisers Act: The Investment Advisers Act of 1940.
Agent Execution Model: The model whereby the Prime Execution Agent, acting in an agency capacity, conducts bitcoin
purchases and sales on behalf of the Trust with third parties through its Coinbase Prime service pursuant to the Prime
Execution Agreement.
Airdrops: A method to promote the launch and use of new Crypto Assets by providing a small amount of such new
Crypto Assets to the private wallets or exchange accounts that support the new Crypto Asset and that hold existing related
Crypto Assets.
ASIC: Application-specific integrated circuit.
Auditor: KPMG LLP.
Asset Purchase: The purchase and sale of all of the bitcoin owned by the Osprey Trust to the Trust in exchange for the
Consideration Shares as contemplated by APA.
AUL: Authorized user list.
Authorized Participant: One that purchases or redeems Baskets from or to the Trust.
BAM: Bitwise Asset Management, Inc., the parent company of the Sponsor.
Basket: A block of 10,000 Shares used by the Trust to issue or redeem Shares.
Basket Amount: The quantity of bitcoin attributable to each Share of the Trust (net of accrued but unpaid expenses and
liabilities) multiplied by the number of Shares comprising a Basket (10,000).
Benchmark Provider: CF Benchmarks Ltd.
bitcoin (lowercase): The native unit of account and medium of exchange on the Bitcoin network.
Bitcoin (uppercase): The software protocol and peer-to-peer network used for the creation, transfer and possession of
bitcoin, as recorded on the Bitcoin blockchain.
Bitcoin Custodian: Coinbase Custody Trust Company, LLC, a New York State limited liability trust company.
Bitcoin Custody Agreement: The custody agreement between the Bitcoin Custodian and the Trust pursuant to which the
Trust Bitcoin Account is established.
Bitcoin Trading Counterparty: The bitcoin trading counterparties that have been approved by the Sponsor.
BitLicense: The license required by the NYSDFS for virtual currency business activity conducted in New York State. The
term often is used to describe the regulations promulgated under the New York Banking Law that authorize such licensing
process.
Bitwise Trust Agreement: The Amended and Restated Declaration of Trust and Trust Agreement of Bitwise Bitcoin ETF,
entered into by the Sponsor and the Trustee.
BNY Mellon: The Bank of New York Mellon, a national association bank in New York that serves as the Administrator
and Transfer Agent.
BRR: CME CF Bitcoin Reference Rate.
BRRNY: CME CF Bitcoin Reference Rate - New York Variant, calculated by CF Benchmarks Ltd. and published by the
CME Group, is the CF Bitcoin-Dollar US Settlement Price that determines the U.S. dollar price of one (1) bitcoin as of 4:00
p.m. EST daily, based on aggregated executed trade flows from major bitcoin trading platforms.
Business Day: Any day other than a day when the Exchange or the New York Stock Exchange is closed for regular trading.
Cash Custodian: BNY Mellon.
CFTC: U.S. Commodity Futures Trading Commission.
CME: The Chicago Mercantile Exchange.
CME CF Bitcoin Reference Rate - New York Variant: The CF Bitcoin-Dollar US Settlement Price, a reference rate
published by the CME Group that calculates the U.S. dollar price of one (1) bitcoin as of 4:00 p.m. EST on each calendar
day on constituent digital asset trading platforms.
CME Bitcoin Real Time Price: The CME CF Bitcoin Real Time Index, a pricing index continuously published by the
CME Group at one (1) second intervals that calculates the U.S. dollar price of one (1) bitcoin on constituent digital asset
trading platforms.
Code: Internal Revenue Code of 1986.
Cold Storage Account: A crypto asset custody account in which the associated private cryptographic keys are generated
and stored in an offline environment that is not connected to the internet.
Consideration Shares: the Shares of the Trust delivered to the Osprey Trust in connection with the Asset Purchase that
would have been distributed to Unitholders in the Pre-Liquidation Distribution.
Constituent Platforms: The major bitcoin trading platforms that serve as the pricing sources for the calculation of the CME CF Bitcoin Reference Rate – New York Variant and CME CF Bitcoin Real Time Index.
Covered Transactions: The Asset Purchase, Pre-Liquidation Distribution, and the Final Liquidating Distribution,
collectively.
Cryptocurrency: A token such as bitcoin that is the native asset of a digital asset network.
Crypto Asset: A token, such as cryptocurrency, that is the native asset of or issued on a digital network and secured using
public and private key cryptography or similar cryptographic credentials.
CVC: Convertible virtual currency.
dApps: Decentralized applications.
DeFi: Decentralized finance.
Digital Asset: A token, such as a cryptocurrency, that is the native asset of or issued on a digital asset network and secured
using public private key cryptography or similar cryptographic credentials.
DTC: The Depository Trust Company, the securities depository for the Shares.
DTC Participant: An entity that has an account with DTC.
ERISA: Employee Retirement Income Security Act of 1974.
EST: Eastern Standard Time.
ETF: Exchange-traded fund.
ETP: exchange-traded product.
Exchange: NYSE Arca, Inc.
Exchange Act: The Securities Exchange Act of 1934, as amended.
FASB: Financial Accounting Standards Board.
FDIC: Federal Deposit Insurance Corporation.
FinCEN: The Financial Crimes Enforcement Network, a bureau of the U.S. Treasury Department with the mandate to
regulate financial institutions such as money services businesses in the U.S.
FINRA: Financial Industry Regulatory Authority, formerly the National Association of Securities Dealers.
Forked Asset: The digital asset resulting from a “hard fork” that is not bitcoin, as determined by the Sponsor in its
discretion as set forth in the Trust Agreement. The holder of bitcoin at the time of a Network Fork may use its Bitcoin
network private key to access the Forked Asset on the new network, typically through the use of the modified version of the
Bitcoin network software that created the Network Fork (or the legacy version of the Bitcoin network software if the new
version is determined to be Bitcoin).
GAAP: The generally accepted accounting principles of the U.S.
GENIUS Act: Guiding and Establishing National Innovation for U.S. Stablecoins Act of 2025.
Hard Fork: A backward-incompatible change to a blockchain protocol such that nodes running the prior version of the software will reject blocks produced under the new rules.
Hot Storage Account: A crypto asset custody account maintained in which the associated private cryptographic keys are
generated and stored in an online environment connected to the internet.
Incidental Right: A right to receive a benefit of a fork or airdrop.
Indemnified Person: The Trustee or any officer, affiliate, director, employee, or agent of the Trustee, for the purposes of
indemnification provisions of the Trust Agreement.
Indirect Participants: Banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship
with a DTC Participant, either directly or indirectly.
Insignificant Participation Exception: An exception to the designation of certain assets under the Plan Asset Rules, where
the investment by all benefit plan investors relating to such assets is not significant or other exceptions apply.
Investment Company Act: Investment Company Act of 1940.
IR Asset: Any digital asset acquired through an Incidental Right.
IRS: U.S. Internal Revenue Service.
ITV: Indicative Trust Value.
JOBS Act: The Jumpstart Our Business Startups Act.
Listing Application: The application for approval of a proposed rule change to list and trade Shares of the Bitwise Bitcoin
ETP Trust under the Exchange Rule 8.201-E, as filed with the SEC by the Exchange on June 28, 2023, and subsequently
amended on September 25, 2023 and January 5, 2024.
Liquidating Distributions: The Pre-Liquidation Distribution and the Final Liquidating Distribution, collectively.
Losses: The losses, claims, taxes, damages, reasonable expenses, and liabilities (including liabilities under State or federal
securities laws) of any kind and nature whatsoever of an Indemnified Person or Sponsor Indemnified Party, as applicable,
that are eligible for indemnification pursuant to the Trust Agreement.
Marketing Agent: Foreside Financial Services, LLC.
MiCA: Markets in Crypto-Assets Regulation.
NAV: Net asset value of the Trust, which is a Non-GAAP metric and is determined each business day by valuing the
Trust’s bitcoin using the BRRNY, less the Trust’s accrued but unpaid expenses.
Network Fork: A proposed change to the open-source software and protocols of the Bitcoin network that results in the
creation of two versions of the Bitcoin network – the version running the unmodified software and the version running the
modified version. To the extent that a Network Fork creates Bitcoin networks or Bitcoin blockchains that are not
interoperable, the Network Fork is referred to as a “hard fork” and results in separate Bitcoin networks with independent
bitcoin assets and Bitcoin blockchains that diverge from the point of adoption of the Network Fork.
OFAC: The Office of Foreign Assets Control.
OTC: Over-the-counter, which refers to transactions that occur bilaterally between a purchaser and a seller, rather than
through an exchange or clearing house.
Plan: An “employee benefit plan” as defined in, and subject to the fiduciary responsibility provisions of, ERISA or of a
“plan” as defined in and subject to Section 4975 of the Code.
Plan Asset Rules: Rules promulgated pursuant to ERISA for determining when an investment by a Plan in an entity will
result in the underlying assets of such entity being assets of the Plan for purposes of ERISA and Section 4975 of the Code.
Plan Fiduciaries: Fiduciaries with investment discretion over a Plan.
Prime Execution Agent: Coinbase Inc., an affiliate of the Bitcoin Custodian.
Prime Execution Agreement: The agreement between Coinbase Inc. and the Trust that sets forth the terms and conditions
pursuant to which Coinbase Inc., and its affiliates, agree to open and maintain a prime broker account and provide services
relating to trade execution.
Principal Market NAV: The NAV of the Trust determined on a GAAP basis.
Publicly-Offered Security Exception: An exception to the designation of certain assets under the Plan Asset Rules, where
such assets are publicly-offered securities.
Purchase Order: An order to purchase one (1) or more Baskets.
Purchase Order Cut-Off Time: The time at which Purchase Orders must be placed on a Business Day for that Business
Day to constitute the Purchase Order Date.
Purchase Order Date: The Business Day on which a Purchase Order is accepted by the Transfer Agent.
Redemption Order: An order to redeem one (1) or more Baskets.
Redemption Order Cut-Off Time: The time at which Redemption Orders must be placed on a Business Day for that
Business Day to constitute the Redemption Order Date.
Redemption Order Date: The Business Day on which a Redemption Order is accepted by the Transfer Agent.
Register: The record of all Shareholders and holders of the Shares in certificated form kept by the Transfer Agent.
Registration Statement: the Trust’s registration statement on Form S-1 (Registration No. 333-260235), which was
declared effective by the SEC on January 10, 2024, as amended.
SEC (or Commission): The U.S. Securities and Exchange Commission, an independent agency with the mandate to
regulate securities offerings and markets in the U.S.
Seed Shares: The four (4) Shares used to seed the Trust.
Seed Capital Investor: Bitwise Asset Management, Inc.
Shares: Common shares representing units of undivided beneficial ownership of the Trust.
Shareholders: Holders of Shares.
Sponsor: Bitwise Investment Advisers, LLC, a Delaware limited liability company, which controls the investments and
other decisions of the Trust.
Sponsor Agreement: The agreement between the Sponsor and the Trust.
Sponsor Bitcoin Account: The custody account in the name of the Sponsor held with the Bitcoin Custodian, in which the
Sponsor will receive payment in bitcoin of its management fee from the Trust Bitcoin Account.
Sponsor Indemnified Party: The Sponsor and its shareholders, members, directors, officers, employees, Affiliates and
subsidiaries, for the purposes of indemnification under the Trust Agreement.
Sponsor Fee: The unitary management fee of 0.20% per annum of the Trust’s bitcoin holdings the Trust agreed to pay to
the Sponsor.
Trade Credit: The Trust may borrow bitcoin or cash as a credit on a short-term basis from the Trade Credit Lender pursuant to the Trade Financing Agreement.
Trade Credit Lender: Coinbase Credit, Inc.
Trade Financing Agreement: The Coinbase Post-Trade Financing Agreement.
Transfer Agent: BNY Mellon.
Trust: The Bitwise Bitcoin ETF.
Trust Bitcoin Account: The custody account in the name of the Trust held with the Bitcoin Custodian, in which the Trust’s
bitcoin assets will be held.
Trust-Directed Trade Model: The model whereby the Sponsor purchases and sells bitcoin through the use of a Bitcoin
Trading Counterparty.
Trustee: Delaware Trust Company, a Delaware trust company.
UCC: Uniform Commercial Code.
U.S.: The United States of America.
Validators: Stakeholders that help process transactions and ensure that distributed ledgers that make up a proof-of-stake
blockchain network stay consistent with one another.
SIGNATURES
Pursuant to the requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Bitwise Investment Advisers, LLCas Sponsor of Bitwise Bitcoin ETF | ||
| By: | /s/ Paul Fusaro | |
| Name: | Paul Fusaro | |
| Title: | Chief Operating Officer(Principal Executive Officer)* | |
| By: | /s/ James Bebrin III | |
| Name: | James Bebrin III | |
| Title: | Vice President (Principal Financial Officer and Principal Accounting Officer)* |
Date: March 2, 2026
| * | The registrant is a trust and the persons are signing in their capacities as officers or directors of Bitwise Investment Advisers, LLC, the Sponsor of the Registrant. |
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