BUSINESS
Overview of the Trust and the Shares Grayscale Avalanche Staking ETF (formerly known as Grayscale Avalanche Trust (AVAX)) (the “Trust”) is a Delaware Statutory Trust that was formed on November 11, 2021 by the filing of the Certificate of Trust with the Delaware Secretary of State in accordance with the provisions of the Delaware Statutory Trust Act (“DSTA”). On March 11, 2026, the Trust changed its name from Grayscale Avalanche Trust (AVAX) to Grayscale Avalanche Staking ETF by filing a Certificate of Amendment to the Certificate of Trust with the Delaware Secretary of State in accordance with the provisions of the DSTA. The Trust’s purpose is to hold “AVAX”, which are digital assets that are created and transmitted through the operations of the peer-to-peer Avalanche Network, a decentralized network of computers that operates on cryptographic protocols. There are several key features of the Avalanche Network. Unlike other digital assets such as Bitcoin, which are solely created through a progressive mining process, 720 million AVAX were created in connection with the launch of the Avalanche Network. Out of the 720 million initially issued AVAX, approximately 429.7 million AVAX have entered circulation as of December 31, 2025. As of December 31, 2025, the 24-hour trading volume of AVAX was approximately $100.8 million. As of December 31, 2025, the aggregate market value of AVAX was $5.3 billion. As of December 31, 2025, AVAX was the twenty- second largest digital asset by market capitalization, as tracked by CoinMarketCap.com. As a passive investment vehicle, the Trust’s investment objective is for the value of the Shares (based on AVAX per Share) to reflect the value of the AVAX held by the Trust, including any AVAX earned as Staking Consideration, determined by reference to the Index Price, less the Trust’s expenses and other liabilities. The Trust does not seek to generate returns beyond tracking the price of AVAX and any AVAX earned as Staking Consideration. There can be no assurance that the Trust will be able to achieve its investment objective. The Trust will not utilize leverage, derivatives or any similar arrangements in seeking to meet its investment objective. From and after the date of this prospectus, the Trust intends to issue Shares on an ongoing basis, intends to rely on an exemption or other relief from the SEC under Regulation M to operate a redemption program, and the Shares have been approved for listing on NASDAQ under the symbol “GAVA.” The Shares will be distributed by Authorized Participants who will be able to take advantage of arbitrage opportunities to keep the value of the Shares closely linked to the Index Price (referred to as the “arbitrage mechanism”). In particular, upon listing on NASDAQ, the Sponsor expects there to be a net creation of Shares if the Shares trade at a premium to NAV per Share and a net redemption of Shares if the Shares trade at a discount to NAV per Share, representing the effective functioning of the arbitrage mechanism. Thereafter, it is expected that the Shares will be sold by the Authorized Participants to the public at varying prices to be determined by reference to, among other considerations, the price of the AVAX represented by each Share and the trading price of the Shares on NASDAQ at the time of each sale. There will not be an “initial” creation of Baskets upon the Trust’s listing on NASDAQ given that the Trust already has created Baskets of Shares that will continue to be outstanding as of such date. Until December 31, 2024, Grayscale Investments, LLC was the sponsor of the Trust. As a result of the Reorganization (as defined herein), on January 1, 2025, Grayscale Investments Sponsors, LLC (“GSIS”) and Grayscale Operating, LLC (“GSO”), consolidated subsidiaries of Digital Currency Group, Inc. (“DCG”), became Co-Sponsors of the Trust. On January 3, 2025, GSO voluntarily withdrew as a Sponsor of the Trust, and effective May 3, 2025 GSIS is the sole remaining Sponsor. Prior to May 3, 2025, all references herein to the “Sponsor” shall be deemed to include both GSIS and GSO as Sponsors unless the context otherwise requires, and on or after May 3, 2025, all references herein to the “Sponsor” shall refer only to GSIS. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Developments” for more information. CSC Delaware Trust Company is the trustee (the “Trustee”) of the Trust, The Bank of New York Mellon is the transfer agent (in such capacity, the “Transfer Agent”) and the administrator (in such capacity, the “Administrator”) of the Trust, Continental Stock Transfer & Trust Company is the co-transfer agent of the Trust (the “Co-Transfer Agent”), Coinbase, Inc. is the prime broker (the “Prime Broker”) of the Trust and Coinbase Custody Trust Company, LLC is the custodian (the “Custodian”) of the Trust. The Trust issues Shares only in one or more blocks of 10,000 Shares (a block of 10,000 Shares is called a “Basket”) to certain authorized participants (“Authorized Participants”) from time to time. Baskets are offered in exchange for AVAX (or cash to acquire AVAX). Through its redemption program, the Trust will redeem Shares
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