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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 25, 2025
______________________________
CoinShares Bitcoin ETF
(Exact name of registrant as specified in its charter)
Delaware |
001-41909 |
86-6430837 |
(State or other jurisdiction |
(Commission File Number) |
(IRS Employer |
of incorporation) |
|
Identification No.) |
437
Madison Avenue, 28th Floor New York, NY
(Address of principal executive offices) |
10022
(zip code) |
Registrant’s telephone number, including area
code: (646) 308-1518
CoinShares Valkyrie Bitcoin
Fund
320 Seven Springs Way, Suite 250
Brentwood, TN 37027
(Former Name or Former Address, if Changed Since Last
Report.)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common Shares of Beneficial Interest of CoinShares Bitcoin Fund |
BRRR |
The NASDAQ
Stock Market, LLC |
Indicate by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934
(§ 240.12b-2 of this chapter).
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.
Item 5.03 Amendments to Articles of
Incorporation or Bylaws; Change in Fiscal Year.
On July 25, 2025, the Sponsor caused a Certificate
of Amendment to the Trust’s Certificate of Trust to be filed with the Secretary of State of the State of Delaware in order to change
the name of the Trust from “CoinShares Valkyrie Bitcoin Fund”
to “CoinShares Bitcoin ETF”. In addition, on July 25, 2025, the Sponsor and CSC Delaware Trust Company, the Trustee of the
Trust, entered into a Third Amendment (the “Amendment”) to the First Amended and Restated Trust Agreement of the Trust dated
December 28, 2023 (the “Trust Agreement”). The Amendment made conforming changes to the Trust Agreement to reflect the change
to the name of the Trust.
Item 9.01 Financial Statements and
Exhibits
| 3.2 | Certificate of Amendment to the Certificate of Trust |
| 4.4 | Third Amendment to the Amended and Restated Trust Agreement |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: July 25, 2025 |
CoinShares Bitcoin Fund |
|
CoinShares Co., as Sponsor of the CoinShares Bitcoin Fund |
|
|
|
By: |
/s/ Jean-Marie Mognetti |
|
|
Name: |
Jean-Marie Mognetti |
|
Title: |
Principal Executive Officer |