Fidelity Ethereum Fund shifts Treasurer role to Craig Brown

Fidelity Ethereum Fund reported a leadership change at its sponsor, FD Funds Management LLC.

Rhea-AI Filing Summary

Fidelity Ethereum Fund reported a leadership change at its sponsor, FD Funds Management LLC. Effective February 2, 2026, Heather Bonner resigned as Treasurer and Principal Financial and Accounting Officer. The filing states her resignation did not result from any disagreement over the sponsor’s or the fund’s operations, policies or practices.

On the same effective date, Craig S. Brown will become Treasurer and Principal Financial and Accounting Officer of the sponsor. Brown is a Vice President at Fidelity Investments and has prior experience serving as Assistant Treasurer for various Fidelity funds and related entities.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

FAQ

What leadership change did Fidelity Ethereum Fund (FETH) disclose?

Fidelity Ethereum Fund disclosed that Treasurer and Principal Financial and Accounting Officer Heather Bonner will resign effective February 2, 2026. Craig S. Brown will assume the Treasurer and Principal Financial and Accounting Officer roles at the fund’s sponsor, FD Funds Management LLC, on the same effective date.

Why is Heather Bonner resigning from Fidelity Ethereum Fund’s sponsor?

Heather Bonner is resigning as Treasurer and Principal Financial and Accounting Officer of FD Funds Management LLC effective February 2, 2026. The filing explicitly states her decision was not due to any disagreement regarding the sponsor’s or the Fidelity Ethereum Fund’s operations, policies, or practices.

Who is replacing Heather Bonner at FD Funds Management LLC for FETH?

Craig S. Brown will replace Heather Bonner as Treasurer and Principal Financial and Accounting Officer of FD Funds Management LLC effective February 2, 2026. Brown is a Vice President at Fidelity Investments and has served as Assistant Treasurer for certain Fidelity funds and related entities.

When does the officer transition for Fidelity Ethereum Fund (FETH) take effect?

The transition takes effect on February 2, 2026. On that date, Heather Bonner will cease serving as Treasurer and Principal Financial and Accounting Officer of FD Funds Management LLC, and Craig S. Brown will assume those roles for the sponsor of the Fidelity Ethereum Fund.

Does Heather Bonner’s resignation signal any issues at Fidelity Ethereum Fund?

The filing states that Heather Bonner’s resignation as Treasurer and Principal Financial and Accounting Officer was not due to any disagreement with FD Funds Management LLC or the Fidelity Ethereum Fund regarding operations, policies, or practices, suggesting no disclosed underlying dispute prompting the change.

What experience does Craig S. Brown bring to the Fidelity Ethereum Fund role?

Craig S. Brown is a Vice President at Fidelity Investments and has served as Assistant Treasurer of certain Fidelity funds and a related LLC. This background in fund treasury and financial oversight supports his new responsibilities as Treasurer and Principal Financial and Accounting Officer for the fund’s sponsor.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/05/2026 - 04:37 PM Learn about SEC filing dates

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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): February 02, 2026

Fidelity® Ethereum Fund

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-42163	99-6342530
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
245 Summer Street V13E
Boston, Massachusetts				02210
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 800 343-3548

Not Applicable

(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:

☐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
Shares of Beneficial Interest of Fidelity Ethereum Fund		FETH		Cboe BZX Exchange, Inc.

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 Rule 12b-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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Heather Bonner

Effective February 2, 2026 (the “Effective Date”), Heather Bonner, having provided notice of her resignation, shall cease serving as Treasurer (Principal Financial and Accounting Officer) of FD Funds Management LLC (the “Sponsor”). Heather Bonner’s decision to resign was not the result of any disagreement relating to the Sponsor or the Fund’s operations, policies or practices.

Appointment of Craig S. Brown

In connection with Heather Bonner’s resignation as Treasurer (Principal Financial and Accounting Officer) of the Sponsor, on the Effective Date, Craig S. Brown will serve as Treasurer (Principal Financial and Accounting Officer) of the Sponsor.

Craig S. Brown, Treasurer (Principal Financial and Accounting Officer)

Mr. Brown is a Vice President (2015-present) and is an employee of Fidelity Investments. Mr. Brown serves as Assistant Treasurer of FIMM, LLC (2021-present). Previously, Mr. Brown served as Assistant Treasurer of certain Fidelity funds (2019-2022).

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.

		FIDELITY ETHEREUM FUND FD Funds Management LLC, as Sponsor of the Fidelity Ethereum Fund
Date: February 5, 2026		By:	/s/ Cynthia Lo Bessette
			Name: Cynthia Lo Bessette
			Title: President (Principal Executive Officer)

ETH-8-K-0226

1.9918684.101