iset20250930

iset20250930_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: 001-42166

iShares® Ethereum Trust ETF

(Exact name of registrant as specified in its charter)

Delaware

99-6353885

(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	ETHA	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 528,000,000 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, the three months ended September 30, 2024 and the period from May 21, 2024 (Date of Seeding) to September 30, 2024	2

	Statements of Changes in Net Assets for the three, six and nine months ended September 30, 2025, the three months ended September 30, 2024 and the period from May 21, 2024 (Date of Seeding) to September 30, 2024	3

	Statements of Cash Flows for the nine months ended September 30, 2025 and the period from May 21, 2024 (Date of Seeding) to September 30, 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	34

Item 3.	Defaults Upon Senior Securities	34

Item 4.	Mine Safety Disclosures	34

Item 5.	Other Information	34

Item 6.	Exhibits	35

SIGNATURES		36

	September 30, 2025		December 31, 2024
Assets
Investment in ether, at fair value(a)	$	15,874,086,142	$	3,571,669,777
Cash		45,679		37,023
Receivable for capital shares sold		127,490,911		—
Total Assets		16,001,622,732		3,571,706,800

Liabilities
Sponsor’s fees payable		3,356,165		444,633
Payable for investments purchased		127,488,045		—
Total Liabilities		130,844,210		444,633

Commitments and contingent liabilities (Note 6)		—		—

Net Assets	$	15,870,778,522	$	3,571,262,167

Shares issued and outstanding(b)		508,080,000		141,480,000
Net asset value per Share (Note 2C)	$	31.24	$	25.24

(a)	Cost of investment in ether: $13,483,951,930 and $3,543,902,275, respectively.
(b)	No par value, unlimited amount authorized.

	Three Months Ended September 30, 2025			Three Months Ended September 30, 2024			Nine Months Ended September 30, 2025			Period from May 21, 2024 (Date of Seeding) to September 30, 2024
Expenses
Sponsor’s fees	$	7,917,727		$	358,491		$	11,838,343		$	358,911
Sponsor’s fees waived		(204,795	)		(186,634	)		(1,748,012	)		(186,634	)
Total expenses		7,712,932			171,857			10,090,331			172,277
Net investment loss		(7,712,932	)		(171,857	)		(10,090,331	)		(172,277	)

Net Realized and Unrealized Gain (Loss)
Net realized gain (loss) from:
Ether sold to pay expenses		730,372			(21,660	)		(6,035	)		(21,660	)
Ether sold for the redemption of Shares		327,082,377			—			30,559,867			—
Net realized gain (loss)		327,812,749	(a)		(21,660	)(b)		30,553,832	(c)		(21,660	)(b)
Net change in unrealized appreciation/depreciation		3,236,696,155			(138,509,122	)		2,362,366,710			(137,918,827	)
Net realized and unrealized gain (loss)		3,564,508,904			(138,530,782	)		2,392,920,542			(137,940,487	)

Net increase (decrease) in net assets resulting from operations	$	3,556,795,972		$	(138,702,639	)	$	2,382,830,211		$	(138,112,764	)

Net increase (decrease) in net assets per Share(d)	$	8.59		$	(4.67	)	$	9.40		$	(6.69	)

(a)	Includes $352,587,218 of realized gains and $(24,774,469) of realized losses.
(b)	Includes $82 of realized gains and $(21,742) of realized losses.
(c)	Includes $353,831,422 of realized gains and $(323,277,590) of realized losses.
(d)	Net increase (decrease) in net assets per Share based on average shares outstanding during the period.

	Nine Months Ended September 30, 2025
Net Assets at December 31, 2024	$	3,571,262,167

Operations:
Net investment loss		(1,246,649	)
Net realized loss		(203,654,846	)
Net change in unrealized appreciation/depreciation		(1,728,580,085	)
Net decrease in net assets resulting from operations		(1,933,481,580	)

Capital Share Transactions:
Contributions for Shares issued		938,716,000
Distributions for Shares redeemed		(390,105,968	)
Net increase in net assets from capital share transactions		548,610,032

Decrease in net assets		(1,384,871,548	)

Net Assets at March 31, 2025	$	2,186,390,619

Operations:
Net investment loss		(1,130,750	)
Net realized loss		(93,604,071	)
Net change in unrealized appreciation/depreciation		854,250,640
Net increase in net assets resulting from operations		759,515,819

Capital Share Transactions:
Contributions for Shares issued		1,594,046,863
Distributions for Shares redeemed		(144,157,493	)
Net increase in net assets from capital share transactions		1,449,889,370

Increase in net assets		2,209,405,189

Net Assets at June 30, 2025	$	4,395,795,808

Operations:
Net investment loss		(7,712,932	)
Net realized gain		327,812,749
Net change in unrealized appreciation/depreciation		3,236,696,155
Net increase in net assets resulting from operations		3,556,795,972

Capital Share Transactions:
Contributions for Shares issued		9,717,095,182
Distributions for Shares redeemed		(1,798,908,440	)
Net increase in net assets from capital share transactions		7,918,186,742

Increase in net assets		11,474,982,714

Net Assets at September 30, 2025	$	15,870,778,522

Shares issued and redeemed
Shares issued		458,800,000
Shares redeemed		(92,200,000	)
Net increase in Shares issued and outstanding		366,600,000

	For the Period from May 21, 2024 (Date of Seeding) to September 30, 2024
Net Assets at May 21, 2024	$	—

Operations:
Net investment loss		(420	)
Net change in unrealized appreciation/depreciation		590,295
Net increase in net assets resulting from operations		589,875

Capital Share Transactions:
Contributions for Shares issued		10,000,000
Net increase in net assets from capital share transactions		10,000,000

Increase in net assets		10,589,875

Net Assets at June 30, 2024	$	10,589,875

Operations:
Net investment loss		(171,857	)
Net realized loss		(21,660	)
Net change in unrealized appreciation/depreciation		(138,509,122	)
Net decrease in net assets resulting from operations		(138,702,639	)

Capital Share Transactions:
Contributions for Shares issued		1,147,455,307
Net increase in net assets from capital share transactions		1,147,455,307

Increase in net assets		1,008,752,668

Net Assets at September 30, 2024	$	1,019,342,543

Shares issued and redeemed
Shares issued		51,200,000
Shares redeemed		—

Net increase in Shares issued and outstanding		51,200,000

	Nine Months Ended September 30, 2025			Period from May 21, 2024 (Date of Seeding) to September 30, 2024
Cash Flows from Operating Activities
Net increase (decrease) in net assets resulting from operations	$	2,382,830,211		$	(138,112,764	)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of ether		(12,121,785,057	)		(1,157,427,156	)
Proceeds from ether sold		2,339,777,279			63,328
Net realized (gain) loss		(30,553,832	)		21,660
Net change in unrealized appreciation/depreciation		(2,362,366,710	)		137,918,827
Change in operating assets and liabilities:
Sponsor’s fees payable		2,911,532			84,058
Net cash used in operating activities	$	(9,789,186,577	)	$	(1,157,452,047	)

Cash Provided by Financing Activities
Proceeds from issuance of Shares	$	12,122,367,134		$	1,157,455,307
Payments for Shares redeemed		(2,333,171,901	)		—
Net cash provided by financing activities	$	9,789,195,233		$	1,157,455,307

Cash
Net increase in cash	$	8,656		$	3,260
Cash, beginning of period		37,023			—
Cash, end of period	$	45,679		$	3,260

Description	Quantity		Cost		Fair Value
Ether		3,842,823	$	13,483,951,930	$	15,874,086,142

Total Investments – 100.02%						15,874,086,142
Liabilities in Excess of Other Assets – (0.02)%						(3,307,620	)
Net Assets – 100.00%					$	15,870,778,522

Three Months Ended September 30, 2025	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		1,768,573		$	5,242,898,137		$	4,396,336,194		$	—
Ether purchased		2,516,582			9,716,662,530			9,716,662,530			—
Ether sold for the redemption of shares		(441,125	)		(1,471,657,646	)		(1,798,740,023	)		327,082,377
Ether sold to pay expenses		(1,207	)		(3,951,091	)		(4,681,463	)		730,372
Net realized gain		—			—			327,812,749			—
Net change in unrealized appreciation/depreciation		—			—			3,236,696,155			—
Ending balance		3,842,823		$	13,483,951,930		$	15,874,086,142		$	327,812,749

Three Months Ended September 30, 2024	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		3,031		$	10,000,000		$	10,590,295		$	—
Ether purchased		384,840			1,147,427,156			1,147,427,156			—
Ether sold to pay expenses		(28	)		(84,988	)		(63,328	)		(21,660	)
Net realized loss		—			—			(21,660	)		—
Net change in unrealized appreciation/depreciation		—			—			(138,509,122	)		—
Ending balance		387,843		$	1,157,342,168		$	1,019,423,341		$	(21,660	)

Nine Months Ended September 30, 2025	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		1,071,415		$	3,543,902,275		$	3,571,669,777		$	—
Ether purchased		3,471,085			12,249,273,102			12,249,273,102			—
Ether sold for the redemption of shares		(697,568	)		(2,302,367,865	)		(2,332,927,732	)		30,559,867
Ether sold to pay expenses		(2,109	)		(6,855,582	)		(6,849,547	)		(6,035	)
Net realized gain		—			—			30,553,832			—
Net change in unrealized appreciation/depreciation		—			—			2,362,366,710			—
Ending balance		3,842,823		$	13,483,951,930		$	15,874,086,142		$	30,553,832

Period from May 21, 2024 (Date of Seeding) to September 30, 2024	Quantity			Cost			Fair Value			Realized Gain (Loss)
Beginning balance		—		$	—		$	—		$	—
Ether purchased		387,871			1,157,427,156			1,157,427,156			—
Ether sold to pay expenses		(28	)		(84,988	)		(63,328	)		(21,660	)
Net realized loss		—			—			(21,660	)		—
Net change in unrealized appreciation/depreciation		—			—			(137,918,827	)		—
Ending balance		387,843		$	1,157,342,168		$	1,019,423,341		$	(21,660	)

Period	Total Number of Shares Redeemed		Average Price Paid Per Share
07/01/25 to 07/31/25		2,400,000	$	19.5360
08/01/25 to 08/31/25		26,240,000		30.1888
09/01/25 to 09/30/25		29,680,000		32.3406
Total		58,320,000	$	30.8455

Exhibit No.		Description
3.1		Certificate of Trust of iShares Ethereum Trust incorporated by reference to Exhibit 3.1 of the Registration Statement on Form S-1 (File No. 333-275583) filed by the Registrant on November 16, 2023

3.2		Certificate of Amendment to Certificate of Trust of iShares Ethereum Trust incorporated by reference to Exhibit 3.2 of the Registration Statement on Form S-1/A (File No. 333-275583) filed by the Registrant on May 29, 2024

3.3		Certificate of Amendment to Certificate of Trust of iShares Ethereum Trust incorporated by reference to Exhibit 3.3 of the Registration Statement on Form S-1/A (File No. 333-275583) filed by the Registrant on June 21, 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. 1 to the Registration Statement on Form S-1/A (File No.333-275583) filed by the Registrant on July 11, 2025

4.2		Form of Authorized Participant Agreement is incorporated by reference to Exhibit 4.2 of the Pre-Effective Amendment No. 1 to Post‑Effective Amendment No. 1 to the Registration Statement on Form S-1 (File No. 333-275583) 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 the Registration Statement on Form S-1/A (File No. 333-275583) filed by the Registrant on May 29, 2024

10.2		Coinbase Custody Custodial Services Agreement (included as Exhibit A in Exhibit 10.1) incorporated by reference to Exhibit 10.2 of the Registration Statement on Form S-1/A (File No. 333-275583) filed by the Registrant on May 29, 2024)

10.3		Services Agreement with The Bank of New York Mellon, as cash custodian and trust administrator incorporated by reference to Exhibit 10.3 of the Registration Statement on Form S-1/A (File No. 333-275583) filed by the Registrant on May 29, 2024

10.4		ETF Services Agreement with BRIL incorporated by reference to Exhibit 10.4 of the Registration Statement on Form S-1/A (File No. 333‑275583) filed by the Registrant on May 29, 2024

10.5		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- 42166) filed by the Registrant on September 19, 2024

10.6		Master Custody Service Agreement with Anchorage Digital Bank N.A. incorporated by reference to Exhibit 10.1 of Form 8-K (File No. 001‑42166) 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 Ethereum Trust ETF