CoinShares (CSHR) major holder adopts Rule 10b5-1 share sale plan

Rhea-AI Filing Summary

Daniel Masters, a major CoinShares PLC shareholder, adopted a Rule 10b5-1 trading plan to sell up to 15,782,660 ordinary shares. The plan was entered into on June 12, 2026 with Keefe, Bruyette & Woods, Inc.

Masters beneficially owns 21,610,244 ordinary shares, representing 16.4% of the class based on 131,780,209 shares outstanding as of May 14, 2026. Sales under the plan may start on the later of September 11, 2026 or the end of the required cooling-off period and can continue until December 31, 2027. After an October 1, 2026 lock-up expiration, an additional 1.5 million shares may be sold in monthly tranches of 100,000 shares and 11 million shares in 1 million-share tranches at limit prices between $10 and $20. European-style call options will be automatically exercised at maturity, and the resulting shares may also be sold under the plan.

Insights

Equity ownership and trading-plan analyst

Large CoinShares holder pre-arranges potential multi-year share sales.

The filing shows Daniel Masters, owning 16.4% of CoinShares PLC, putting in place a Rule 10b5-1 trading plan. This allows a broker to sell up to 15,782,660 ordinary shares over time, subject to lock-up and cooling-off constraints.

The plan includes structured tranches: 1.5 million shares in monthly 100,000-share blocks and 11 million shares in 1 million-share blocks at limit prices between $10 and $20. European-style call options will be automatically exercised at maturity, with underlying shares eligible for sale.

Actual market impact depends on future execution, but the disclosure signals a clear framework for potential disposals by a large shareholder between September 2026 and December 2027, following the October 1, 2026 lock-up expiry.

Key Figures

Beneficial ownership: 21,610,244 shares Ownership percentage: 16.4% Shares outstanding: 131,780,209 shares +5 more

8 metrics

Beneficial ownership 21,610,244 shares Ordinary shares beneficially owned by Daniel Masters

Ownership percentage 16.4% Percent of CoinShares ordinary shares outstanding

Shares outstanding 131,780,209 shares Ordinary shares outstanding as of May 14, 2026

10b5-1 plan size 15,782,660 shares Maximum ordinary shares that may be sold under plan

Additional monthly tranche total 1.5 million shares Sold in 100,000-share monthly tranches after lock-up expiry

Additional large tranches 11 million shares Sold in 1 million-share tranches at $10–$20 limits

Lock-up expiry October 1, 2026 End of lock-up on 21,610,244 existing shares

Plan termination date December 31, 2027 Latest date the 10b5-1 trading plan remains in effect

Key Terms

Rule 10b5-1, Lock-Up Agreement, European-style call options, Master Securities Loan Agreement, +2 more

6 terms

Rule 10b5-1 regulatory

"entered into a trading plan in accordance with Rule 10b5-1 under the Act"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Lock-Up Agreement financial

"subject to the Lock-Up Agreement described in Item 6 of the Initial"

A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.

European-style call options financial

"European-style call options described in the Initial will automatically be exercised"

Master Securities Loan Agreement financial

"call options held by the Reporting Person pursuant to the Master Securities Loan Agreement"

Schedule 13D regulatory

"amend and supplement the filed with the U.S. Securities and Exchange Commission"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

Business Combination financial

"acquired in connection with the Business Combination as defined in the Initial"

A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

CoinShares PLC

(Name of Issuer)

Ordinary Shares, no par value

(Title of Class of Securities)

G670AQ104

(CUSIP Number)

Daniel Masters
c/o CoinShares PLC, 2 Hill Street St. Helier
Channel Islands, Y9, JE2-4UA
44 1534 513100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/12/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G670AQ104

1

Name of reporting person

Daniel Masters

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 21,610,244.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 21,610,244.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

21,610,244.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

16.4 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) Reported ownership consists entirely of ordinary shares, no par value, (the "Ordinary Shares") of the Issuer, which were acquired in connection with the Business Combination (as defined in the Initial Schedule 13D). (2) Reported ownership excludes 3,282,660 Ordinary Shares issuable to the Reporting Person upon the exercise of 13 European-style call options held by the Reporting Person pursuant to the Master Securities Loan Agreement described under Item 4 of the Initial Schedule 13D. None of the options are exercisable within 60 days of the date hereof. (3) Percentage ownership is based on an aggregate of 131,780,209 Ordinary Shares outstanding as of May 14, 2026, as reported by the Issuer on its registration statement on Form F-1 filed with the U.S. Securities and Exchange Commission on May 15, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, no par value
(b)	Name of Issuer: CoinShares PLC
(c)	Address of Issuer's Principal Executive Offices: 2 Hill Street, St. Helier, Channel Islands, JERSEY , JE2-4UA.
Item 1 Comment: This Amendment No. 1 to Schedule 13D (this "Amendment No. 1") is being filed by the undersigned, pursuant to section 240.13d-2(a), to amend and supplement the Schedule 13D filed with the U.S. Securities and Exchange Commission (the "SEC") on April 7, 2026 (the "Initial Schedule 13D" and, as amended, the "Schedule 13D") with respect to the Ordinary Shares, no par value (the "Ordinary Shares"), of CoinShares PLC, a public company limited by shares organized under the laws of Jersey (the "Issuer"). Capitalized terms used herein and not otherwise defined in this Amendment No. 1 have the meanings previously defined in the Initial Schedule 13D. Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported in the Initial Schedule 13D.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented to add the following: 10b5-1 Plan On June 12, 2026 (the "Adoption Date"), the Reporting Person entered into a trading plan in accordance with Rule 10b5-1 under the Act (the "10b5-1 Plan") with Keefe, Bruyette & Woods, Inc. (the "Broker"). Pursuant to the 10b5-1 Plan, the Broker may sell up to 15,782,660 Ordinary Shares on behalf of the Reporting Person, starting on the later of (i) September 11, 2026 or (ii) the expiration of the applicable "cooling off" period under Rule 10b5-1(c)(1)(ii)(B)(1) under the Act, provided that, certain Ordinary Shares are also subject to the Lock-Up Agreement, as described further in the third paragraph to this Item 4. The 10b5-1 Plan will terminate on the earlier of (i) December 31, 2027, (ii) the date on which all 15,782,660 Ordinary Shares have been sold under the 10b5-1 Plan, and (iii) the date the 10b5-1 Plan is otherwise terminated pursuant to its terms. Pursuant to the terms of the 10b5-1 Plan, the European-style call options described in the Initial Schedule 13D will automatically be exercised at their Maturity Date and the underlying Ordinary Shares acquired thereby may be sold over the subsequent days. In addition, pursuant to the terms of the 10b5-1 Plan, once the lock-up period under the Lock-Up Agreement expires on October 1, 2026, and through the expiration of the 10b5-1 Plan on December 31, 2027, (i) an additional 1.5 million shares may be sold in monthly tranches of 100,000 shares, and (ii) an additional 11 million shares may be sold, in tranches of 1 million shares at limit prices between $10 and $20, inclusive. The 21,610,244 Ordinary Shares beneficially owned by the Reporting Person as of the date hereof are subject to the Lock-Up Agreement described in Item 6 of the Initial Schedule 13D and, accordingly, none of these shares may be sold prior to the expiration of the lock-up period; any Ordinary Shares acquired by the Reporting Person upon automatic exercise of the European-style call options pursuant to the terms of the 10b5-1 Plan are not subject to the Lock-Up Agreement and thus may be sold prior to the expiration of the Lock-Up period. The Reporting Person entered into the 10b5-1 Plan for financial planning purposes.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is hereby amended and supplemented to add the following: The information contained in Item 4 is incorporated herein by reference.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Daniel Masters

Signature:	/s/ Daniel Masters
Name/Title:	Daniel Masters
Date:	06/16/2026

FAQ

What did Daniel Masters disclose in this CoinShares (CSHR) Schedule 13D/A amendment?

Daniel Masters disclosed that he adopted a Rule 10b5-1 trading plan to potentially sell up to 15,782,660 CoinShares ordinary shares. The plan is with Keefe, Bruyette & Woods and sets detailed timing, tranche sizes, and price limits for future sales.

How many CoinShares (CSHR) shares does Daniel Masters currently beneficially own?

Daniel Masters beneficially owns 21,610,244 CoinShares ordinary shares. This represents 16.4% of the class, based on 131,780,209 ordinary shares outstanding as of May 14, 2026, as reported in CoinShares’ Form F-1 registration statement.

When can share sales under Daniel Masters’ 10b5-1 plan for CoinShares (CSHR) begin?

Sales under the 10b5-1 plan may begin on the later of September 11, 2026 or the expiration of the applicable Rule 10b5-1 cooling-off period. The plan can continue until December 31, 2027, unless earlier terminated or fully executed.

How is Daniel Masters’ CoinShares (CSHR) 10b5-1 plan structured for additional share tranches?

After the lock-up expires on October 1, 2026, the plan permits 1.5 million shares to be sold in monthly tranches of 100,000 shares, and another 11 million shares in 1 million-share tranches at limit prices between $10 and $20 per share.

What role do European-style call options play in Daniel Masters’ CoinShares (CSHR) holdings?

Masters holds European-style call options under a Master Securities Loan Agreement. Under the 10b5-1 plan, these options will automatically be exercised at maturity, and the resulting ordinary shares may be sold over subsequent days, separate from locked-up existing holdings.

When does the lock-up on Daniel Masters’ existing CoinShares (CSHR) shares expire?

The 21,610,244 ordinary shares currently beneficially owned by Daniel Masters are subject to a Lock-Up Agreement that runs until October 1, 2026. These locked-up shares cannot be sold before that date, although shares from option exercises are not subject to this lock-up.