Grayscale Ethereum Staking ETF (NYSE Arca: ETHE) to begin quarterly staking cash distributions

Rhea-AI Filing Summary

Grayscale Ethereum Staking ETF plans to amend and restate its trust agreement through a Fourth Amended and Restated Declaration of Trust and Trust Agreement, expected to be effective on or around August 7, 2026. The amendment would require the trust to convert staking rewards (“Staking Consideration”) to cash at least quarterly and promptly distribute the net cash proceeds, after trust expenses not assumed by the sponsor, to shareholders. A portion of the Staking Consideration may be paid to the sponsor as consideration for facilitating staking arrangements. The amendment also includes conforming changes to support the staking program and mandatory distribution framework. The amount of future distributions will depend on actual staking rewards, and shareholders are encouraged to consult tax advisors. Shares trade on NYSE Arca under the symbol ETHE.

Key Figures

Registration Number: 333-278880 Effective Date: August 7, 2026 Trading Symbol: ETHE

3 metrics

Registration Number 333-278880 Registration number referenced in the prospectus supplement

Effective Date August 7, 2026 On or around this date the amended trust agreement is expected to take effect

Trading Symbol ETHE Shares listed on NYSE Arca under this symbol

Key Terms

Staking Consideration, Staking Arrangements, mandatory distribution framework, Declaration of Trust and Trust Agreement

4 terms

Staking Consideration financial

"provide for the Trust to commence regular distributions of the net cash proceeds of staking rewards to Shareholders, by requiring the Trust to reduce the Staking Consideration"

Staking Arrangements financial

"paying a portion of the Staking Consideration to the Sponsor as consideration for its facilitation of the Staking Arrangements"

mandatory distribution framework financial

"conforming changes to facilitate the Trust’s staking program and mandatory distribution framework"

Declaration of Trust and Trust Agreement regulatory

"enter into the Fourth Amended and Restated Declaration of Trust and Trust Agreement"

Offering Details

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Offering

Offering Type shelf

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Available on EDGAR 07/17/2026 - 04:25 PM Accepted by SEC EDGAR 07/17/2026 - 04:06 PM Learn about SEC filing dates

FAQ

What change is Grayscale Ethereum Staking ETF (ETHE) proposing in this prospectus supplement?

The trust plans to enter a Fourth Amended and Restated Trust Agreement around August 7, 2026. This will require regular conversion of staking rewards into cash and distribution of net proceeds to shareholders, with related conforming changes to the staking framework.

How often will Grayscale Ethereum Staking ETF (ETHE) distribute staking rewards under the proposed amendment?

The trust would reduce staking rewards to cash no less often than quarterly and promptly distribute the net cash proceeds. Distribution amounts will depend on the actual staking consideration earned during each period.

Will Grayscale Ethereum Staking ETF (ETHE) pay any portion of staking rewards to the sponsor?

Yes. A portion of the Staking Consideration may be paid to Grayscale Investments Sponsors, LLC as consideration for facilitating the staking arrangements. Remaining cash, after other trust expenses, would be distributed to shareholders.

What tax considerations are mentioned for ETHE investors regarding the proposed amendment?

Shareholders are advised to discuss potential tax consequences from the proposed amendment with their tax advisors. Regular distributions of net staking rewards could affect individual tax situations depending on each investor’s circumstances.

When is the proposed new trust agreement for Grayscale Ethereum Staking ETF (ETHE) expected to take effect?

The Fourth Amended and Restated Trust Agreement is expected to become effective on or around August 7, 2026. After effectiveness, the new rules on converting and distributing staking rewards would apply.

On which exchange are shares of Grayscale Ethereum Staking ETF (ETHE) listed?

Shares of the trust are listed on NYSE Arca under the symbol ETHE. The supplement does not change the listing venue but updates how staking rewards are handled and distributed.

PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3)
Registration No. 333-278880

Grayscale ETHEREUM Staking ETF

Prospectus Supplement No. 1 Dated July 17, 2026
To the Prospectus Dated July 22, 2024

This prospectus supplement (this “Prospectus Supplement”) forms part of, and should be read together with, the prospectus of Grayscale Ethereum Staking ETF (the “Trust”), dated July 22, 2024 (as supplemented or amended from time to time, the “Prospectus”). Capitalized terms used but not defined in this Prospectus Supplement have the meanings given to them in the Prospectus.

IMPORTANT NOTICE REGARDING PROPOSED AMENDMENT TO AMEND AND RESTATE THE TRUST AGREEMENT

On or around August 7, 2026 (the “Effective Date”), Grayscale Investments Sponsors, LLC (the “Sponsor”), as sponsor of Grayscale Ethereum Staking ETF (the “Trust”), intends to enter into the Fourth Amended and Restated Declaration of Trust and Trust Agreement (the “Proposed Amendment”) among CSC Delaware Trust Company, the trustee (the “Trustee”) of the Trust, which will amend and restate in its entirety the Third Amended and Restated Declaration of Trust and Trust Agreement, dated September 25, 2025, as amended (the “Trust Agreement”).

The Proposed Amendment would amend and restate the Trust Agreement, effective as of the Effective Date, to, among other things, (i) provide for the Trust to commence regular distributions of the net cash proceeds of staking rewards to Shareholders, by requiring the Trust to reduce the Staking Consideration held by the Trust to cash no less often than quarterly and to promptly distribute the cash proceeds, net of any Trust expenses not assumed by the Sponsor (including, for example, paying a portion of the Staking Consideration to the Sponsor as consideration for its facilitation of the Staking Arrangements), to the Shareholders, and (ii) make certain other conforming changes to facilitate the Trust’s staking program and mandatory distribution framework. The amount of such distributions will depend on the Staking Consideration actually received by the Trust during each period and cannot be predicted with certainty.

Shareholders are advised to discuss any tax consequences relating to their investment in the Trust as a result of the Proposed Amendment, if and when executed, with their tax advisors.

Except as expressly updated or supplemented by this Prospectus Supplement, the Prospectus remains unchanged. To the extent of any inconsistency between this Prospectus Supplement and the Prospectus, this Prospectus Supplement will control.

Shares of the Trust are listed on NYSE Arca, Inc. (“NYSE Arca”) under the symbol “ETHE.”

___________________________

Investing in the Shares involves significant risks. You should carefully consider the risk factors described beginning on page 19 in the prospectus, in “Part I—Item 1A. Risk Factors” beginning on page 53 in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, in “Part II—Item 1A. Risk Factors” beginning on page 26 in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, in any applicable prospectus supplement and in the other documents incorporated or deemed incorporated by reference herein before you invest in the Shares.

These securities have not been approved or disapproved by the Securities and Exchange Commission or any state securities commission nor has the Securities and Exchange Commission passed upon the adequacy or accuracy of the Prospectus or this Prospectus Supplement. Any representation to the contrary is a criminal offense.

The Trust is not an investment company registered under the Investment Company Act of 1940, as amended.

Please retain this Prospectus Supplement for future reference.

Date: July 17, 2026