Bitwise Solana Staking Etf

11/13/2026 | Press release | Distributed by Public on 11/13/2026 12:30

Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of the Trust's financial condition and results of operations should be read together with, and is qualified in its entirety by reference to, the Trust's unaudited financial statements and related notes included elsewhere in this Quarterly Report, which have been prepared in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"). The following discussion may contain forward-looking statements based on assumptions the Trust believes to be reasonable. The Trust's actual results could differ materially from those discussed in these forward-looking statements. See "Statement Regarding Forward-Looking Statements" above.

You should not place undue reliance on any forward-looking statements. Except as expressly required by the Federal securities laws, the Trust and the Sponsor undertake no obligation to publicly update or revise any forward-looking statements or the risks, uncertainties or other factors described in this Quarterly Report, as a result of new information, future events or changed circumstances or for any other reason after the date of this Quarterly Report.

Trust Overview

The Trust is an exchange-traded product that issues common shares of beneficial interest ("Shares") that are listed on NYSE Arca, Inc. (the "Exchange") under the ticker symbol "BSOL." The Trust's primary investment objective is to seek to provide exposure to the value of Solana held by the Trust, less the expenses of the Trust's operations and other liabilities. The Trust's secondary investment objective is to derive additional Solana through staking. In seeking to achieve its primary investment objective, the Trust will hold Solana and establish its net asset value ("NAV") by reference to the CME CF Solana - Dollar Reference Rate - New York Variant ("Pricing Benchmark"). The Trust is sponsored and managed by Bitwise Investment Advisers, LLC (the "Sponsor").

The net assets of the Trust and its Shares are valued on a daily basis with reference to the Pricing Benchmark, a standardized reference rate published by CF Benchmarks Ltd. (the "Benchmark Provider") that is designed to reflect the performance of Solana in U.S. dollars. The Pricing Benchmark is calculated by the Benchmark Provider based on an aggregation of executed trade flow of major Solana trading platforms ("Constituent Platforms"). The Pricing Benchmark is calculated as of 4:00 p.m. Eastern time ("ET").

Coinbase Custody Trust Company, LLC ("Coinbase Custody" or the "Solana Custodian") serves as the custodian for the Trust's Solana holdings and is responsible for the secure safekeeping of the Trust's Solana pursuant to a custody agreement (the "Solana Custody Agreement"). Coinbase Custody was appointed by the Sponsor and is tasked with establishing and maintaining segregated accounts to hold the Trust's Solana (the "Trust Solana Accounts"). The Solana Custodian is chartered as a New York State limited liability trust company that provides custody services for digital assets. The Solana Custodian is not insured by the Federal Deposit Insurance Corporation (the "FDIC") but carries insurance provided by private insurance carriers.

One or more of the Trust Solana Accounts, designated as the "Trust Staking Account(s)," permits the solana held therein to be staked pursuant to the Trust's secondary investment objective. In consideration for permitting its solana to be held in the Trust Staking Account(s), the Trust will receive a portion of the additional solana earned through the staking taking place therein. The Sponsor will select one or more trusted staking agents (the "Staking Agents"). Such Staking Agents operate the validators to which the Trust's solana has been delegated for staking.

Solana is a digital asset. Like all digital assets, buying, holding and selling Solana is very different from buying, holding and selling more conventional investments like stocks and bonds. Stocks represent ownership in a company, entitling shareholders to a portion of the company's profits. Bonds are debt instruments issued by corporations or governments, where the bondholder is a creditor to the issuer that is generally entitled to a stream of income payments. Ownership of stocks and bonds is typically recorded through a centralized system managed by brokers, custodians or clearinghouses. Ownership of Solana does not entitle its holders to any portion of a company's profits or any stream of income payments. Solana is a decentralized digital asset and ownership of it is reflected on a decentralized ledger.

The Trust provides investors with the opportunity to access the market for Solana through a traditional brokerage account without the potential barriers to entry or risks involved with acquiring and holding Solana directly. The Trust will not use derivatives that could subject the Trust to additional counterparty and credit risks. The Sponsor believes that the design of the Trust will enable certain investors to more effectively and efficiently implement strategic and tactical asset allocation strategies that use Solana by investing in the Shares rather than purchasing, holding and trading Solana directly.

Results of Operations

For the three and nine months ended September 30, 2026*^

(Amounts in thousands)

For the three months ended September 30, 2026*

For the nine months ended September 30, 2026*

(unaudited)

(unaudited)

Net investment income

$

10,504

$

28,248

Net realized and unrealized gain (loss)

$

380,139

$

46,356

Net increase (decrease) in net assets resulting from operations

$

390,643

$

74,604

Net Assets1

$

1,315,691

$

1,315,691

1. Net assets in the above table are calculated in accordance with U.S. GAAP based on the principal market price for solana in the market that the Trust considers its principal market, as of 4:00 p.m. EST on the valuation date.

Three months ended September 30, 2026*

During the three months ended September 30, 2026, the Trust's net assets increased from $592,344 on June 30, 2026 to $1,315,691 on September 30, 2026. The increase in the Trust's net assets resulted primarily from additions to the Trust of 3,649,474.8353 solana with a value of $346,254 in connection with Share creations, and 120,195.1243 solana received from staking rewards, with a value of $10,914 during the period. Additions were partially offset by dispositions from the Trust of (508,260.8381) solana with a value of $(41,878) in connection with Share redemptions and (3,870.1993) solana with a value of $(319) to pay the Sponsor Fee during the period.

Net investment income for the three months ended September 30, 2026 was $10,504, which included income from Staking Rewards of $11,667 and net expenses of $1,163. Total expenses for the three months ended September 30, 2026 were $1,163, which included $405 in Sponsor Fee and $758 in Staking Fees.

Net realized and change in unrealized gain on investment in solana for the three months ended September 30, 2026 was $380,139, which included a realized gain of $42 on the transfer of solana to pay the Sponsor Fee, a realized loss of $(8,135) on the sale of solana to meet redemptions, a realized gain of $2,100 from the transfer of solana to meet In-Kind Redemptions, a realized gain of $142 on the transfer of solana for staking activities, and a change in unrealized appreciation on investment in solana of $385,990. Net realized and change in unrealized gain on investment in solana for the period resulted primarily from solana price appreciation from $73.51 on June 30, 2026 to $117.87 on September 30, 2026. Net increase in net assets resulting from operations for the three months ended September 30, 2026 was $390,643, which consisted of the net realized and unrealized gain on investment in solana and net investment income of $10,504.

Nine months ended September 30, 2026*

During the nine months ended September 30, 2026, the Trust's net assets increased from $641,326 on December 31, 2025 to $1,315,691 on September 30, 2026. The increase in the Trust's net assets resulted primarily from additions to the Trust of 7,280,056.8819 solana with a value of $729,767 in connection with Share creations, and 323,018.9266 solana received from staking rewards, with a value of $29,265 during the period. Additions were partially offset by dispositions from the Trust of (1,443,882.2140) solana with a value of $(118,786) in connection with Share redemptions and (8,744.8935) solana with a value of $(725) to pay the Sponsor Fee during the period.

Net investment income for the nine months ended September 30, 2026 was $28,248, which included income from Staking Rewards of $30,840 and net expenses of $2,592. Total expenses for the nine months ended September 30, 2026 were $2,917, which included $1,011 in Sponsor Fee and $1,906 in Staking Fees. For the three-month period starting on October 28, 2025, the day the Trust began accruing expenses, the Sponsor waived the entire Sponsor Fee on the first $1 billion of Trust assets through January 27, 2026. In addition, for the same period, the Sponsor reimbursed the Trust for all Staking Expenses incurred on the first $1 billion of Trust assets through January 27, 2026. For the period from January 1, 2026 through January 27, 2026, the Trust waived $108 in Sponsor Fee and was reimbursed $217 in Staking Fees.

Net realized and change in unrealized gain on investment in solana for the nine months ended September 30, 2026 was $46,356, which included a realized gain of $61 on the transfer of solana to pay the Sponsor Fee, a realized loss of $(77,755) on the sale of solana to meet redemptions, a realized gain of $729 from the transfer of solana to meet In-Kind Redemptions, a realized gain of $214 on the transfer of solana for staking activities, and a change in unrealized appreciation on investment in solana of $123,107. Net realized and change in unrealized gain on investment in solana for the period resulted primarily from the cumulative effect of the Trust seeking investment results that correspond to the value of solana held and staked by the Trust, less the expenses of the Trust's operations. Net increase in

net assets resulting from operations for the nine months ended September 30, 2026 was $74,604, which consisted of the net realized and unrealized gain on investment in solana and net investment income of $28,248.

* No comparative period presented as the Trust commenced operations on October 23, 2025.

^ Amounts displayed are in the '000s, except for per-Share/coin references.

Net Assets

As of September 30, 2026, the Trust held a net closing balance of 11,304,757.8039 solana with a total market value of $1,332,520,064 based on the SOLUSD_NY price of $117.87 used to determine the Trust's NAV. The total market value of the Trust's solana held was $1,324,804,567 based on the price of a solana (Lukka Prime Rate) in the principal market (Coinbase) of $117.19, used to determine the Trust's Principal Market NAV.

Liquidity and Capital Resources

The Trust agreed to pay the unitary Sponsor Fee of 0.20% per annum of the Trust's solana holdings. The Sponsor contractually waived the Sponsor Fee on the first $1 billion of Trust assets through January 27, 2026; the Sponsor Fee has been accruing at an annual rate of 0.20% of the Trust's net assets since then. As a result, the only ordinary expense of the Trust is expected to be the Sponsor Fee. In exchange for the Sponsor Fee, the Sponsor has agreed to assume and pay the normal operating expenses of the Trust, which include the Trustee's monthly fee and out-of-pocket expenses, the fees of the Trust's regular service providers (Cash Custodian, Solana Custodian, Prime Execution Agent, Marketing Agent, Transfer Agent and Administrator), exchange listing fees, tax reporting fees, SEC registration fees, printing and mailing costs, audit fees and up to $500,000 per annum in ordinary legal fees and expenses. The Sponsor may determine in its sole discretion to assume legal fees and expenses of the Trust in excess of $500,000 per annum. The Sponsor also agreed to pay the costs of the Trust's organization.

The Trust may incur certain extraordinary, non-recurring expenses that are not assumed by the Sponsor, including, but not limited to, taxes and governmental charges, any applicable brokerage commissions, financing fees, Solana network fees and similar transaction fees, 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 Shareholders (including, for example, in connection with any fork of the Solana blockchain, any Incidental Rights and any IR Asset), any indemnification of the Cash Custodian, Solana Custodian, Prime Execution Agent, Transfer Agent, Administrator or other agents, service providers or counterparties of the Trust, and extraordinary legal fees and expenses, including any legal fees and expenses incurred in connection with litigation, regulatory enforcement or investigation matters.

The Trust does not hold a cash balance except in connection with the creation and redemption of Baskets (blocks of 10,000 Shares) or to pay expenses not assumed by the Sponsor. To pay for expenses not assumed by the Sponsor that are denominated in U.S. dollars, the Sponsor, on behalf of the Trust, may sell the Trust's solana as necessary to pay such expenses. The cash proceeds of the sale are sent to the Sponsor to pay the expenses. Any remaining cash is distributed back to the Cash Custodian. The Sponsor expects that the Trust will have an immaterial amount of cash flow from its operations and that its cash balance will be insignificant at the end of each reporting period. The Trust's only sources of cash are proceeds from the sale of Baskets and solana. The Trust will not borrow to meet liquidity needs.


On October 23, 2025 (commencement of operations), the Trust began staking its solana pursuant to staking arrangements with the Staking Agents and earns Staking Rewards in the form of additional solana. The amount of Staking Rewards received by the Trust is influenced by factors including Solana Network conditions, protocol-level reward rates, the amount of solana held by the Trust and the portion of the Trust's solana that is staked, and the Trust does not expect Staking Rewards to be earned at a consistent rate. Staking also introduces operational and liquidity considerations, including that staked solana may be inaccessible for a period of time required to un-stake and withdraw solana under Solana Network protocols and the Trust's dependence on its Staking Agents for the execution of staking activities.

Pursuant to the Trust's staking arrangements and the Trust Agreement, a portion of gross Staking Rewards is allocated among the applicable Staking Agents and the Sponsor (the Sponsor's "Staking Fee"), with the remainder retained by the Trust. Staking Rewards retained by the Trust increase the Trust's solana holdings, while distributions or sales of solana reduce the Trust's solana holdings. The Trust may distribute Staking Rewards (in solana or cash from the sale of solana) to shareholders at the Sponsor's discretion and subject to the Trust Agreement.

The Trust is not aware of any trends, demands, conditions or events that are reasonably likely to result in material changes to its liquidity needs.

Off-Balance Sheet Arrangements and Contractual Obligations

As of September 30, 2026, the Trust has not used, nor does it expect to use in the future, special purpose entities to facilitate off-balance sheet financing arrangements and has no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers undertake in performing services which are in the best interests of the Trust. While the Trust's exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have a material impact on the Trust's financial position.

Sponsor Fee payments made to the Sponsor are calculated at an annual rate of 0.20% of the Trust's solana holdings. As such, the Sponsor cannot anticipate the payment amounts that will be required under these arrangements for future periods since the Trust's holdings of solana will vary in the normal course of business operations.

No material changes have occurred during the nine months ended September 30, 2026.

Critical Accounting Policies

The financial statements and accompanying notes are prepared in accordance with U.S. GAAP. The preparation of these financial statements relies on estimates and assumptions that impact the Trust's financial position and results of operations. These estimates and assumptions affect the Trust's application of accounting policies. Below is a summary of accounting policies on cash, investment valuation and investment company considerations. There were no material estimates used in the preparation of the financial statements that involved a significant level of estimation uncertainty or that had, or are reasonably likely to have had, a material impact on the Trust's financial condition. In addition, please refer to Note 2 to the Financial Statements included in this report for further discussion of the Trust's accounting policies.

Cash

Generally, the Trust does not intend to hold any cash. Cash includes non-interest-bearing unrestricted cash with one institution. Cash in a bank deposit account, at times, may exceed U.S. federally insured limits. The Trust has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk on such bank deposits.

Investment Valuation - Principal Market Net Asset Value ("NAV")

To determine which market is the Trust's principal market (or in the absence of a principal market, the most advantageous market) for purposes of calculating the Trust's net asset value in accordance with U.S. GAAP ("Principal Market NAV" and "Principal Market NAV per Share"), the Trust follows ASC Topic 820-10, Fair Value Measurement, which outlines the application of fair value accounting. ASC 820-10 determines fair value to be the price that would be received for solana in a current sale, which assumes an orderly transaction between market participants on the measurement date. ASC 820-10 requires the Trust to assume that solana is sold in its principal market to market participants or, in the absence of a principal market, the most advantageous market. Market participants are defined as buyers and sellers in the principal or most advantageous market that are independent, knowledgeable, and willing and able to transact.

The Trust only receives solana in connection with a creation order from the Authorized Participant (or a Liquidity Provider) and does not itself transact on any Digital Asset Markets. Therefore, the Trust looks to market-based volume and level of activity for Digital Asset Markets. The Authorized Participant(s), or a Liquidity Provider, may transact in a Brokered Market, a Dealer Market, Principal-to-Principal Markets and Exchange Markets ("Trading Platform Markets"), each as defined in the FASB ASC Master Glossary (collectively, "Digital Asset Markets").

In determining which of the eligible Digital Asset Markets is the Trust's principal market, the Trust reviews these criteria in the following order:

First, the Trust reviews a list of Digital Asset Markets that are U.S. accessible, have historically provided publicly available data, and are exchanges that Bitwise normally transacts on. Specifically, the Trust utilizes a third-party valuation vendor, Lukka, Inc., to identify publicly available, well established and reputable crypto asset exchanges selected in its sole discretion.

Second, Lukka, Inc. sorts these Digital Asset Markets from high to low by market-based volume and level of activity of solana traded on each Digital Asset Market. For the three months ended September 30, 2026, this sort was performed for Digital Asset Markets for the period mid-August through mid-September 2026.

Third, Lukka, Inc. then reviews pricing fluctuations and the degree of variances in price on each Digital Asset Market during the 60 minutes prior to 4:00 pm. EST for solana to identify any material variances that may impact the volume or price information of a particular Digital Asset Market.

Fourth, Lukka, Inc. then selects a Digital Asset Market as its principal market based on the highest market-based volume level of activity and price stability in comparison to the other Digital Asset Markets on the list.

As of September 30, 2026, Lukka, Inc. included Binance, Bitfinex, Bitflyer, Bitstamp, Bullish, Bybit, Coinbase, Crypto.com, Gate.io, Gemini, HitBTC, Huobi, Kraken, KuCoin, LMAX, MEXC Global, OKX and Poloniex as its primary Exchange Markets under consideration.

At September 30, 2026, the principal market and the principal market price for solana, which comprised the majority of the Trust's assets as of September 30, 2026, was Coinbase with a price of $117.19. This quoted price is an unadjusted price in an active market for identical solana.

The Trust determines its principal market (or in the absence of a principal market the most advantageous market) annually and conducts a quarterly analysis to determine (i) if there have been recent changes to each Digital Asset Market's trading volume and level of activity in the trailing twelve months, (ii) if any Digital Asset Markets have developed that the Trust has access to, or (iii) if recent changes to each Digital Asset Market's price stability have occurred that would materially impact the selection of the principal market and necessitate a change in the Trust's determination of its principal market.

The cost basis of the solana received by the Trust in connection with a creation order is recorded by the Trust at the fair value of solana at 4:00 p.m. EST on the creation date for financial reporting purposes. 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.

Investment Company Considerations

The Trust is an investment company for U.S. GAAP purposes and follows accounting and reporting guidance in accordance with the FASB ASC Topic 946, Financial Services - Investment Companies. The Trust uses fair value as its method of accounting for solana in accordance with its classification as an investment company for accounting purposes. The Trust is not a registered investment company under the Investment Company Act of 1940. U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates and these differences could be material.

Please refer to Note 2 to the financial statements included in this Quarterly Report for further discussion of the Trust's Significant Accounting Policies.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended, the Trust is not required to provide the information required by this item.

Item 4. Controls and Procedures.

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

The Trust maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in its Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to the Principal Executive Officer and Principal Financial and Accounting Officer of the Sponsor performing functions equivalent to those a principal executive officer and principal financial and accounting officer of the Trust would perform if the Trust had any officers, as appropriate to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of the Principal Executive Officer and the Principal Financial and Accounting Officer of the Sponsor, the Sponsor evaluated the effectiveness of the design and operation of the Trust's disclosure controls and procedures, as defined under Exchange Act Rule 13a-15(e). Based on this evaluation, the Principal Executive Officer and the Principal Financial and Accounting Officer of the Sponsor concluded that, as of September 30, 2026, the Trust's disclosure controls and procedures were

effective in ensuring material information relating to the Trust was recorded, processed, summarized and reported by management of the Sponsor on a timely basis and ensuring the quality and timeliness of the Trust's public disclosures with the SEC.

There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures.

Changes in Internal Control over Financial Reporting

There were no changes in the Trust's internal controls over financial reporting that occurred during the Trust's most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, these internal controls.

PART II-OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

As a smaller reporting company, the Trust is not required to provide the information required by this item.

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

a)
On September 17, 2025, the Trust sold eight (8) Shares at a per-Share price of $25 to Bitwise Asset Management, Inc., an affiliate of the Sponsor, in a transaction exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended.
b)
Not applicable.
c)
The Trust does not purchase Shares directly from its Shareholders. In connection with its redemption of Baskets held by Authorized Participants, the Trust redeemed 427 Baskets (comprising 4,270,000 Shares) during the three-month period ended September 30, 2026. The following table summarizes the redemptions by Authorized Participants during the period:

Period

Total Shares
Redeemed

Average Price
Per Share

July 1, 2026 - July 31, 2026

2,620,000

$

10.19

August 1, 2026 - August 31, 2026

-

$

-

September 1, 2026 - September 30, 2026

1,650,000

$

14.61

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

No executive officers or directors of the Sponsor have adopted, modified, or terminated trading plans under either a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (as such terms are defined in Item 408 of Regulation S-K) for the three-month period ended September 30, 2026.

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