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World Gold Trust

For the period ended Sep 30, 2024. Filed Nov 25, 2024.

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FY2024 · Filed Nov 25, 2024

GLDM$81.91+1.9%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Custody of GLDM’s Gold

Custody of the gold bullion deposited with and held by GLDM is provided by ICBC at its London vault and by JPMorgan at its London, New York and Zurich vaults. Each Custodian holds all of GLDM's gold in its respective vault premises except when the gold has been allocated in the vault of a subcustodian, and in such cases each Custodian has agreed that it will use commercially reasonable efforts to promptly transport or transfer the gold from the subcustodian’s vault to the Custodian’s London vault, at the Custodian’s cost and risk.

The Trust, on behalf of GLDM, has entered into custody agreements with each Custodian which establish GLDM's unallocated and allocated accounts with that Custodian. GLDM's unallocated accounts are used to (1) facilitate the transfer of gold bullion deposits and gold bullion redemption distributions between Authorized Participants and GLDM in connection with the creation and redemption of Creation Units, (2) sell gold bullion to pay GLDM’s expenses, and (3) otherwise transfer gold bullion into and out of GLDM or between Custodians. The gold bullion bars held in an unallocated account with a Custodian are not segregated from the Custodian’s assets. The account holder therefore has no ownership interest in any specific bars of gold bullion that the Custodian holds or owns. The account holder is an unsecured creditor of the Custodian, and credits to an unallocated account are at risk of the Custodian’s insolvency, in which event it may not be possible for a liquidator to identify any gold bullion held in an unallocated account as belonging to the account holder rather than to the Custodian. Each Custodian agrees to allocate all gold bullion deposited into GLDM's unallocated account to GLDM's allocated account with the Custodian by the close of business on each business day by selecting bars of gold bullion for deposit to GLDM's allocated account with that Custodian from unallocated gold bars that the Custodian holds or by instructing a subcustodian to allocate bars from unallocated bars held by the subcustodian. Except when gold is transferred in and out of GLDM, all gold deposited with GLDM is held in GLDM's allocated accounts with the Custodians.

All gold bullion allocated to GLDM must conform to the rules, regulations, practices and customs of the LBMA, and the Custodians must replace any nonconforming gold bullion with conforming gold bullion as soon as practical. The gold bullion bars in an allocated gold bullion account are specific to that account and are identified by a list which shows, for each gold bullion bar, the refiner, assay or fineness, serial number and gross and fine weight. Gold bullion held in GLDM's allocated account with each Custodian is the property of GLDM and is not traded, leased or loaned under any circumstances.

Each Custodian is authorized to appoint from time to time one or more subcustodians to hold GLDM’s gold bullion until it can be transported to the Custodian’s London vault. The Custodians have not utilized any subcustodians to date. Current lists of all gold held by the Custodians, including any held with a subcustodian, is available on the Sponsor’s website at www.spdrgoldshares.com.

In accordance with LBMA practices and customs, the Custodians do not have written custody agreements with the subcustodians they select. The lack of such written agreements could affect the recourse of GLDM and the Custodians against any subcustodian in the event a subcustodian does not use due care in the safekeeping of GLDM’s gold bullion. See “Risk Factors—Risks Related to the Custody of Gold—The ability of the Administrator and the Custodians to take legal action against subcustodians may be limited.”

The Custodians are required to use reasonable care in selecting subcustodians. ICBC will monitor the conduct of its subcustodians, and, where it is legally permissible to do so, promptly advise GLDM of any difficulties or problems existing with respect to its subcustodians of which the Custodian is aware. Each Custodian will use commercially reasonable efforts to obtain delivery of gold bullion from those subcustodians appointed by it. ICBC is not otherwise liable for the acts or omissions, or for the insolvency of, any of its subcustodians unless the appointment of a subcustodian was made fraudulently, negligently or in bad faith or not otherwise in accordance with the ICBC Allocated Account Agreement. JPMorgan is liable for any loss suffered by the Trust or GLDM as a result of any act or omission or insolvency of any subcustodian, including to the extent directly resulting from JPMorgan’s fraud or negligence in the appointment of that subcustodian

Under the customs and practices of the London bullion market, allocated gold bullion is held by custodians and, on their behalf, by subcustodians under arrangements that permit each entity for which gold bullion is being held: (1) to request from the entity’s custodian (and a custodian or subcustodian to request from its subcustodian) a list identifying each gold bullion bar being held and the identity of the particular custodian or subcustodian holding the gold bullion bar and (2) to request the entity’s custodian to release the entity’s gold within two business days following demand for release. Each custodian or subcustodian is obligated under the customs and practices of the London bullion market to provide the bar list and the identification of custodians and subcustodians referred to in (1) above, and each custodian is obligated to release gold as requested. Under English law, unless otherwise provided in any applicable custody agreement, a custodian generally is liable to its customer for failing to take reasonable care of the customer’s gold and for failing to release the customer’s gold upon demand.

The Custodians do not require subcustodians to be insured or bonded with respect to their custodial activities. Each Custodian has agreed to maintain insurance in connection with the storage of GLDM’s gold, including covering any loss of gold, on such terms and conditions as it considers adequate or appropriate, which may not cover the full amount of gold. Subject to confidentiality restrictions and upon prior notice, GLDM may review evidence of a Custodian's insurance. GLDM will not be a beneficiary of any such insurance and does not have the ability to dictate the nature or amount of the coverage. Therefore, shareholders cannot be assured that a Custodian maintains adequate insurance or any insurance with respect to the gold bullion held by the Custodian on behalf of GLDM.

The Custodians and their respective affiliates may from time-to-time purchase or sell gold bullion or Shares for their own accounts, as agents for their customers and for accounts over which they exercise investment discretion.

Description of the Custody Agreements

ICBC entered into the Second Amended and Restated Allocated Gold Account Agreement (the "ICBC Allocated Account Agreement") and the First Amended and Restated Unallocated Gold Account Agreement (the "ICBC Unallocated Account Agreement" and together with the ICBC Allocated Account Agreement, as amended, restated, supplemented or otherwise modified from time to time, the "ICBC Custody Agreements") with the Trust on behalf of GLDM, and JPMorgan entered into the Allocated Precious Metal Account Agreement (the "JPMorgan Allocated Account Agreement") and the Unallocated Precious Metal Account Agreement (the "JPMorgan Unallocated Account Agreement" and together with the JPMorgan Allocated Account Agreement, as amended, restated, supplemented or otherwise modified from time to time, the "JPMorgan Custody Agreements" and together with the ICBC Custody Agreements, the "Custody Agreements") with the Trust on behalf of GLDM. The Custody Agreements establish GLDM's unallocated and allocated accounts with the Custodians. The following is a description of the material terms of the Custody Agreements. As the Custody Agreements are similar in form, they are discussed together, with material distinctions between the agreements noted.

Transfers into and from GLDM's Unallocated Accounts

All transfers into and out of GLDM's unallocated accounts are made only upon the Custodians' receipt of instructions given by the Trust or the Administrator. Each Custodian accepts deposits into GLDM's unallocated account of gold the Custodian receives from (1) GLDM's allocated account in connection with a redemption of Creation Units, (2) an Authorized Participant's unallocated account in connection with the creation of Creation Units, (3) the other Custodian's unallocated account in connection with a book entry or other transfer between the Custodians or (4) an unallocated account with a third-party permitted under the Custody Agreements.

A withdrawal from GLDM's unallocated account with a Custodian may be made by (1) transferring gold to an Authorized Participant's unallocated account in connection with a redemption of Creation Units, (2) allocating gold to GLDM's allocated account in connection with a creation of Creation Units, (3) transferring gold, including by book entry transfers, to the other Custodian's GLDM unallocated account or (4) transferring gold to an unallocated account with a London Precious Metals Clearing Limited ("LPMCL") gold clearing bank as permitted under the Custody Agreements.

The Custody Agreements also allow for the withdrawal of physical gold from GLDM's unallocated account upon the Trust's or the Adminstrator's instruction. Any gold made available in a physical form must comply with the rules, regulations, practices and customs of the LBMA, LPMCL, the FCA, the Prudential Regulation Authority ("PRA"), the Bank of England or any applicable regulatory body.

The Custody Agreements provide for the full allocation of all gold credited to GLDM's unallocated account at the end of each business day. The Custody Agreements include an overdraft facility with each Custodian under which each Custodian will make available to GLDM's unallocated account with that Custodian up to 430 fine ounces of gold in order to allow the Custodian to fully allocate all gold credited to GLDM's unallocated account with that Custodian to GLDM's allocated account with that Custodian at the end of each business day.

Transfers into and from GLDM's Allocated Accounts

All transfers into and out of GLDM's allocated accounts are made only upon receipt of and in accordance with instructions from the Trust. The Custodians receive transfers of gold into GLDM's allocated accounts by

debiting gold from GLDM's unallocated account and crediting such gold to GLDM's allocated account. Conversely, the Custodians transfer gold from GLDM's allocated accounts by debiting gold from GLDM's allocated account and crediting the gold to GLDM's unallocated account.

From time to time, the Sponsor may instruct JPMorgan on behalf of the Trust to transfer gold between GLDM's three allocated accounts maintained by JPMorgan in London, New York and Zurich.

Withdrawals of Gold Directly from GLDM 's Allocated Accounts

Upon the Trust’s or the Administrator’s instruction, each Custodian will debit gold bullion from GLDM's allocated account and make the gold bullion available for collection from the Custodian or, if separately agreed, for delivery by the Custodian in accordance with its usual practices at GLDM’s expense and risk. Except for possible physical delivery of gold between Custodians, the Trust and the Custodians expect that the Trust will withdraw gold bullion physically from GLDM's allocated account (rather than by crediting it to the GLDM's unallocated account and instructing a further transfer from that account) only in exceptional circumstances. Unless the Trust specifies the bars of gold bullion to be debited from GLDM's allocated account, the Custodians are entitled to select the gold bullion bars

Exclusion of Liability

ICBC will use reasonable care in the performance of its duties under the ICBC Custody Agreements and is only responsible for any loss or damage suffered by GLDM as a direct result of any negligence, fraud, or willful default on the part of ICBC in the performance of the duties under the ICBC Custody Agreements .ICBC’s liability is further limited to the market value of the gold bullion held in GLDM's allocated account with ICBC and the amount of the gold bullion credited to GLDM's unallocated account with ICBC at the time such negligence, fraud, or willful default is either discovered by or notified to ICBC, provided that ICBC notifies the Sponsor and the Trust promptly after any discovery. Except for ICBC’s obligation to use commercially reasonable efforts to promptly transport gold held with a subcustodian to itself, ICBC is not liable for the acts or omissions, or for the insolvency of, any of its subcustodians unless the appointment of a subcustodian was made fraudulently, negligently or in bad faith or not otherwise in accordance with the ICBC Allocated Account Agreement. Furthermore, ICBC has no duty to make or take or to require any subcustodian selected by it to make or take any special arrangements or precautions beyond those required by applicable rules, regulations and practices or as specifically set forth in the ICBC Custody Agreements. ICBC is not liable for any delay in performance or any non-performance of any of its obligations under the ICBC Custody Agreements by reason of any cause beyond ICBC’s reasonable control.

JPMorgan will use reasonable care in the performance of its duties under the JPMorgan Unallocated Account Agreement and will act as a reasonable and prudent custodian of gold in the performance of its duties under the JPMorgan Allocated Account Agreement. JPMorgan will be responsible for any loss or damage suffered by GLDM as a direct result of any negligence, fraud or willful misconduct in the performance of its duties. JPMorgan will also be liable for any loss suffered by the Trust or GLDM as a result of any act or omission or insolvency of any subcustodian, including to the extent directly resulting from JPMorgan's fraud or negligence in the appointment of that subcustodian. Under the JPMorgan Custody Agreements, JPMorgan's liability is limited to the aggregate market value of GLDM's allocated account balance and GLDM's unallocated account balance at the time of such negligence, fraud or willful misconduct or act, omission or insolvency of any subcustodian. JPMorgan will not be liable for any consequential loss, or loss of profit or goodwill, whether or not resulting from any negligence, fraud or willful misconduct on behalf of JPMorgan. JPMorgan will not be liable for any delay in performance or any non-performance of any of its obligations under the JPMorgan Custody Agreements by reason of any cause beyond its reasonable control.

Indemnity

Solely out of GLDM’s assets, GLDM will indemnify each Custodian against all costs and expenses, damages, liabilities and losses which such Custodian may suffer or incur, directly or indirectly, in connection with services provided to GLDM under the Custody Agreements, except to the extent that such sums are due directly to the Custodian’s negligence, willful default (or willful misconduct in the case of JPMorgan) or fraud.

Termination

Each Custody Agreement may be terminated by the Trust or the relevant Custodian upon 90 business days’ prior written notice or immediately upon certain events of insolvency of the other party. The ICBC Custody Agreements may also be terminated immediately by written notice (1) in the event it becomes unlawful for ICBC or the Trust to be a party to the agreement or for ICBC to offer its services to the Trust or for the Trust to receive such services, (2) by the Trust if the Custodian ceases to offer the services contemplated by the ICBC Custody Agreements or withdraws from the gold bullion business or (3) by the Custodian if the Trust fails to provide requested confirmations and evidence of the Trust’s compliance with certain sanctions related obligations. The JPMorgan Custody Agreements may also be terminated immediately by written notice by JPMorgan if the Trust breaches, or if JPMorgan has reasonable grounds to believe that the Trust has breached, certain sanctions related representations in the JPMorgan Custody Agreements

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Governing Law

The Custody Agreements are governed by English law. GLDM and each Custodian consents to the non-exclusive jurisdiction of the courts of the State of New York and the federal courts located in the borough of Manhattan in New York City.

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