bit20250930_10q.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended September 30, 2025
or

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-41914

iShares® Bitcoin Trust ETF

(Exact name of registrant as specified in its charter)

Delaware

93-6461129

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

c/o iShares Delaware Trust Sponsor LLC
400 Howard Street
San Francisco, California 94105

(Address of principal executive offices) (Zip Code)

(415) 670-2000

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Shares	IBIT	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐

Non-accelerated filer ☒	Smaller reporting company ☐	Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 31, 2025, the Registrant had 1,412,080,000 Shares outstanding.

		Page
PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)	1

	Statements of Assets and Liabilities at September 30, 2025 and December 31, 2024	1

	Statements of Operations for the three and nine months ended September 30, 2025 and 2024	2

	Statements of Changes in Net Assets for the three, six and nine months ended September 30, 2025 and 2024	3

	Statements of Cash Flows for the nine months ended September 30, 2025 and 2024	5

	Schedules of Investments at September 30, 2025 and December 31, 2024	6

	Notes to Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	13

Item 4.	Controls and Procedures	13

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	14

Item 1A.	Risk Factors	14

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26

Item 3.	Defaults Upon Senior Securities	26

Item 4.	Mine Safety Disclosures	26

Item 5.	Other Information	26

Item 6.	Exhibits	27

SIGNATURES		28

	September 30, 2025		December 31, 2024
Assets
Investment in bitcoin, at fair value(a)	$	87,952,924,873	$	51,530,013,513
Cash		40,632		126,735
Receivable for investments sold		—		23,451,063
Receivable for capital shares sold		95,866,968		—
Total Assets		88,048,832,473		51,553,591,311

Liabilities
Sponsor’s fees payable		17,592,399		10,574,324
Payable for investments purchased		95,864,606		—
Payable for capital shares redeemed		—		23,450,440
Total Liabilities		113,457,005		34,024,764

Commitments and contingent liabilities (Note 6)		—		—

Net Assets	$	87,935,375,468	$	51,519,566,547

Shares issued and outstanding(b)		1,356,440,000		970,440,000
Net asset value per Share (Note 2C)	$	64.83	$	53.09

(a)	Cost of investment in bitcoin: $62,337,415,997 and $37,372,942,571, respectively.
(b)	No par value, unlimited amount authorized.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Expenses
Sponsor’s fees	$	53,295,322		$	13,122,598		$	125,025,817		$	28,844,181
Sponsor’s fees waived		—			(1,633,880	)		(178,082	)		(4,324,550	)
Total expenses		53,295,322			11,488,718			124,847,735			24,519,631
Net investment loss		(53,295,322	)		(11,488,718	)		(124,847,735	)		(24,519,631	)

Net Realized and Unrealized Gain (Loss)
Net realized gain (loss) from:
Bitcoin sold to pay expenses		14,927,710			(562,447	)		31,055,787			892,683
Bitcoin sold for the redemption of Shares		444,379,757			(86,430	)		1,323,162,716			786,458
Net realized gain (loss)		459,307,467	(b)		(648,877	)(c)		1,354,218,503	(d)		1,679,141	(e)
Net change in unrealized appreciation/depreciation		4,271,556,131			119,089,128			11,458,437,934			1,823,038,671
Net realized and unrealized gain		4,730,863,598			118,440,251			12,812,656,437			1,824,717,812

Net increase in net assets resulting from operations	$	4,677,568,276		$	106,951,533		$	12,687,808,702		$	1,800,198,181

Net increase in net assets per Share(a)	$	3.59		$	0.18		$	11.13		$	4.15

(a)	Net increase in net assets per Share based on average shares outstanding during the period.
(b)	Includes $462,736,525 of realized gains and $(3,429,058) of realized losses.
(c)	Includes $2,603,378 of realized gains and $(3,252,255) of realized losses.
(d)	Includes $1,465,817,600 of realized gains and $(111,599,097) of realized losses.
(e)	Includes $7,965,631 of realized gains and $(6,286,490) of realized losses.

	Nine Months Ended September 30, 2025
Net Assets at December 31, 2024	$	51,519,566,547

Operations:
Net investment loss		(32,865,469	)
Net realized gain		632,839,846
Net change in unrealized appreciation/depreciation		(7,057,849,155	)
Net decrease in net assets resulting from operations		(6,457,874,778	)

Capital Share Transactions:
Contributions for Shares issued		5,614,100,414
Distributions for Shares redeemed		(2,900,294,791	)
Net increase in net assets from capital share transactions		2,713,805,623

Decrease in net assets		(3,744,069,155	)

Net Assets at March 31, 2025	$	47,775,497,392

Operations:
Net investment loss		(38,686,944	)
Net realized gain		262,071,190
Net change in unrealized appreciation/depreciation		14,244,730,958
Net increase in net assets resulting from operations		14,468,115,204

Capital Share Transactions:
Contributions for Shares issued		13,633,770,034
Distributions for Shares redeemed		(1,171,825,263	)
Net increase in net assets from capital share transactions		12,461,944,771

Increase in net assets		26,930,059,975

Net Assets at June 30, 2025	$	74,705,557,367

Operations:
Net investment loss		(53,295,322	)
Net realized gain		459,307,467
Net change in unrealized appreciation/depreciation		4,271,556,131
Net increase in net assets resulting from operations		4,677,568,276

Capital Share Transactions:
Contributions for Shares issued		10,028,050,081
Distributions for Shares redeemed		(1,475,800,256	)
Net increase in net assets from capital share transactions		8,552,249,825

Increase in net assets		13,229,818,101

Net Assets at September 30, 2025	$	87,935,375,468

Shares issued and redeemed
Shares issued		488,360,000
Shares redeemed		(102,360,000	)
Net increase in Shares issued and outstanding		386,000,000

	Nine Months Ended September 30, 2024
Net Assets at December 31, 2023	$	100,000

Operations:
Net investment loss		(3,136,669	)
Net realized gain		100,525
Net change in unrealized appreciation/depreciation		3,806,745,993
Net increase in net assets resulting from operations		3,803,709,849

Capital Share Transactions:
Contributions for Shares issued		13,985,175,033
Distributions for Shares redeemed		(100,000	)
Net increase in net assets from capital share transactions		13,985,075,033

Increase in net assets		17,788,784,882

Net Assets at March 31, 2024	$	17,788,884,882

Operations:
Net investment loss		(9,894,244	)
Net realized gain		2,227,493
Net change in unrealized appreciation/depreciation		(2,102,796,450	)
Net decrease in net assets resulting from operations		(2,110,463,201	)

Capital Share Transactions:
Contributions for Shares issued		3,817,553,762
Distributions for Shares redeemed		(46,353,487	)
Net increase in net assets from capital share transactions		3,771,200,275

Increase in net assets		1,660,737,074

Net Assets at June 30, 2024	$	19,449,621,956

Operations:
Net investment loss		(11,488,718	)
Net realized loss		(648,877	)
Net change in unrealized appreciation/depreciation		119,089,128
Net increase in net assets resulting from operations		106,951,533

Capital Share Transactions:
Contributions for Shares issued		3,810,098,503
Distributions for Shares redeemed		(35,985,368	)
Net increase in net assets from capital share transactions		3,774,113,135

Increase in net assets		3,881,064,668

Net Assets at September 30, 2024	$	23,330,686,624

Shares issued and redeemed
Shares issued		646,440,000
Shares redeemed		(2,444,000	)
Net increase in Shares issued and outstanding		643,996,000

Description	Quantity		Cost		Fair Value
Bitcoin		770,011	$	62,337,415,997	$	87,952,924,873

Total Investments – 100.02%						87,952,924,873
Liabilities in Excess of Other Assets – (0.02)%						(17,549,405	)
Net Assets – 100.00%					$	87,935,375,468

Three Months Ended September 30, 2025	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		696,875		$	53,376,118,281		$	74,720,071,026		$	—
Bitcoin purchased(a)		86,526			10,027,666,255			10,027,666,255			—
Bitcoin sold for the redemption of shares		(12,944	)		(1,031,277,204	)		(1,475,656,961	)		444,379,757
Bitcoin sold to pay expenses		(446	)		(35,091,335	)		(50,019,045	)		14,927,710
Net realized gain		—			—			459,307,467			—
Net change in unrealized appreciation/depreciation		—			—			4,271,556,131			—
Ending balance		770,011		$	62,337,415,997		$	87,952,924,873		$	459,307,467

Three Months Ended September 30, 2024	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		306,979		$	17,749,065,590		$	19,453,015,133		$	—
Bitcoin purchased		60,053			3,796,560,491			3,796,560,491			—
Bitcoin sold for the redemption of shares		(391	)		(22,898,817	)		(22,812,387	)		(86,430	)
Bitcoin sold to pay expenses		(193	)		(11,212,559	)		(10,650,112	)		(562,447	)
Net realized loss		—			—			(648,877	)		—
Net change in unrealized appreciation/depreciation		—			—			119,089,128			—
Ending balance		366,448		$	21,511,514,705		$	23,334,553,376		$	(648,877	)

	Nine Months Ended September 30,
	2025			2024
Cash Flows from Operating Activities
Net increase in net assets resulting from operations	$	12,687,808,702		$	1,800,198,181
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of bitcoin		(27,651,719,430	)		(21,589,313,309	)
Proceeds from bitcoin sold		5,687,618,590			79,477,745
Net realized (gain)		(1,354,218,503	)		(1,679,141	)
Net change in unrealized appreciation/depreciation		(11,458,437,934	)		(1,823,038,671	)
Change in operating assets and liabilities:
Sponsor’s fees payable		7,018,075			3,881,475
Net cash used in operating activities	$	(22,081,930,500	)	$	(21,530,473,720	)

Cash Provided by Financing Activities
Proceeds from issuance of Shares	$	27,653,215,147		$	21,612,827,298
Payments for Shares redeemed		(5,571,370,750	)		(82,438,855	)
Net cash provided by financing activities	$	22,081,844,397		$	21,530,388,443

Cash
Net decrease in cash	$	(86,103	)	$	(85,277	)
Cash, beginning of period		126,735			100,000
Cash, end of period	$	40,632		$	14,723

Supplemental disclosure of non-cash information:
Bitcoin purchased for Shares issued	$	1,526,838,414		$	—

Nine Months Ended September 30, 2025	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		551,918		$	37,372,942,571		$	51,530,013,513		$	—
Bitcoin purchased(a)		277,414			29,274,422,450			29,274,422,450			—
Bitcoin sold for the redemption of shares		(58,162	)		(4,224,068,823	)		(5,547,231,539	)		1,323,162,716
Bitcoin sold to pay expenses		(1,159	)		(85,880,201	)		(116,935,988	)		31,055,787
Net realized gain		—			—			1,354,218,503			—
Net change in unrealized appreciation/depreciation		—			—			11,458,437,934			—
Ending balance		770,011		$	62,337,415,997		$	87,952,924,873		$	1,354,218,503

Nine Months Ended September 30, 2024	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		—		$	—		$	—		$	—
Bitcoin purchased		367,805			21,589,313,309			21,589,313,309			—
Bitcoin sold for the redemption of shares		(1,031	)		(59,047,292	)		(59,833,750	)		786,458
Bitcoin sold to pay expenses		(326	)		(18,751,312	)		(19,643,995	)		892,683
Net realized gain		—			—			1,679,141			—
Net change in unrealized appreciation/depreciation		—			—			1,823,038,671			—
Ending balance		366,448		$	21,511,514,705		$	23,334,553,376		$	1,679,141

Period	Total Number of Shares Redeemed		Average Price Paid Per Share
07/01/25 to 07/31/25		—	$	—
08/01/25 to 08/31/25		16,320,000		65.0721
09/01/25 to 09/30/25		6,480,000		63.8616
Total		22,800,000	$	64.7280

Exhibit No.		Description
3.1		Certificate of Trust of iShares Bitcoin Trust incorporated by reference to Exhibit 3.1 of the Registration Statement on Form S-1 (File No. 333-272680) filed by the Registrant on June 15, 2023

3.2		Certificate of Amendment to Certificate of Trust of iShares Bitcoin Trust incorporated by reference to Exhibit 3.2 of the Registration Statement on Form S-1/A (File No. 333-272680) filed by the Registrant on October 19, 2023

3.3		Certificate of Amendment to Certificate of Trust of iShares Bitcoin Trust incorporated by reference to Exhibit 3.3 of Form 10-Q (File No. 001-41914) filed by the Registrant on August 8, 2024

4.1		Third Amended and Restated Trust Agreement incorporated by reference to Exhibit 4.1 of the Pre-Effective Amendment No. 2 to Post‑Effective Amendment No. 2 to the Registration Statement on Form S-1 on Form S-3 (File No. 333-272680) filed by the Registrant on July 2, 2025

4.2		Form of Authorized Participant Agreement incorporated by reference to Exhibit 4.2 of the Pre-Effective Amendment No. 1 to Post-Effective Amendment No. 2 to the Registration Statement on Form S-1 on Form S-3 (File No. 333-272680) filed by the Registrant on May 9, 2025

10.1		Third Amended and Restated Coinbase Prime Broker Agreement incorporated by reference to Exhibit 10.1 of Form 10-Q (File No. 001‑41914) filed by the Registrant on August 8, 2024

10.2		Coinbase Custody Custodial Services Agreement (included as Exhibit A in Exhibit 10.1) incorporated by reference to Exhibit 10.2 of Form 10-Q (File No. 001-41914) filed by the Registrant on August 8, 2024

10.3		Coinbase Committed Trade Financing Agreement (included as Exhibit D in Exhibit 10.1) incorporated by reference to Exhibit 10.3 of Form 10-Q (File No. 001-41914) filed by the Registrant on August 8, 2024

10.4		Services Agreement with The Bank of New York Mellon, as cash custodian and trust administrator incorporated by reference to Exhibit 10.4 of the Registration Statement on Form S-1/A (File No. 333-272680) filed by the Registrant on December 29, 2023

10.5		ETF Services Agreement with BRIL incorporated by reference to Exhibit 10.4 of the Registration Statement on Form S-1/A (File No. 333‑272680) filed by the Registrant on October 19, 2023

10.6		Amendment to the Third Amended and Restated Coinbase Prime Broker Agreement incorporated by reference to Exhibit 10.1 of Form 8-K (File No. 001-41914) filed by the Registrant on September 19, 2024

10.7		Master Custody Service Agreement with Anchorage Digital Bank N.A. incorporated by reference to Exhibit 10.1 of Form 8-K (File No. 001‑41914) filed by the Registrant on April 8, 2025

31.1*		Certification by Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*		Certification by Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*		Certification by Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002

32.2*		Certification by Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002

101.INS*		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*		Inline XBRL Taxonomy Extension Schema Document

101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File included as Exhibit 101 (embedded within the Inline XBRL document)

SEC Form 10-Q filed by iShares Bitcoin Trust ETF