Grayscale Avalanche Staking ETF (Nasdaq: GAVA) to distribute staking rewards

(Moderate)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Grayscale Avalanche Staking ETF, sponsored by Grayscale Investments Sponsors, LLC, entered into Amendment No. 2 to its Second Amended and Restated Declaration of Trust and Trust Agreement with CSC Delaware Trust Company. The changes establish a mandatory framework for distributing net cash proceeds of staking rewards to shareholders.

The Trust must reduce the Staking Consideration it holds to cash no less often than quarterly and promptly distribute the cash proceeds, after deducting the Staking Fee and other Trust expenses not assumed by the Sponsor, to shareholders. It currently intends to make these net cash distributions on a monthly, but no less than quarterly, basis, with actual amounts depending on staking rewards. The Trust also plans to file a prospectus supplement under Rule 424(b)(3) to update related disclosure, and shareholders are advised to discuss any tax consequences with their tax advisors.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Amendment date: August 6, 2026 Amendment number: No. 2 Minimum distribution frequency: no less often than quarterly +2 more

5 metrics

Amendment date August 6, 2026 Date the Sponsor entered into Amendment No. 2 to the Trust Agreement

Amendment number No. 2 Amendment No. 2 to the Second Amended and Restated Declaration of Trust and Trust Agreement

Minimum distribution frequency no less often than quarterly Required frequency to convert Staking Consideration to cash and distribute net proceeds

Intended distribution frequency monthly, but no less than quarterly Current intention for distributions of net cash proceeds from Staking Consideration

Amendment exhibit number 4.1 Exhibit number for Amendment No. 2 attached to the report

Key Terms

Staking Consideration, Staking Fee, Declaration of Trust and Trust Agreement, prospectus supplement, +1 more

5 terms

Staking Consideration financial

"provide for the Trust to commence regular distributions of the net cash proceeds of Staking Consideration"

Staking Fee financial

"after deducting the Staking Fee (as defined in the Trust Agreement) and other applicable Trust expenses"

Declaration of Trust and Trust Agreement regulatory

"Amendment No. 2 to the Second Amended and Restated Declaration of Trust and Trust Agreement"

prospectus supplement regulatory

"The Trust intends to file a prospectus supplement pursuant to Rule 424(b)(3)"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Rule 424(b)(3) regulatory

"file a prospectus supplement pursuant to Rule 424(b)(3) under the Securities Act of 1933"

Rule 424(b)(3) is a U.S. Securities and Exchange Commission filing rule that governs how updated prospectus information about a securities offering is formally added to an existing registration statement. For investors, seeing a 424(b)(3) filing means the company has officially recorded new offering details – like the number of shares, pricing range or other terms – so it’s a reliable place to check the latest, legally required disclosures; think of it as the official addendum to a product manual that must be filed before the product is sold.

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Understanding 8-K Material Events →

Available on EDGAR 08/07/2026 - 08:33 AM Accepted by SEC EDGAR 08/07/2026 - 08:32 AM

FAQ

What did Grayscale Avalanche Staking ETF (GAVA) change regarding staking rewards?

Grayscale Avalanche Staking ETF (GAVA) approved an amendment requiring regular cash distributions of staking rewards. The Trust must convert Staking Consideration to cash at least quarterly and distribute net proceeds to shareholders after deducting the Staking Fee and applicable Trust expenses not assumed by the Sponsor.

How often will Grayscale Avalanche Staking ETF (GAVA) distribute staking rewards?

The Trust currently intends to distribute net cash proceeds of staking rewards monthly, but no less than quarterly. The governing amendment requires converting Staking Consideration to cash at least quarterly and promptly distributing net proceeds to shareholders, subject to Trust expenses and the Staking Fee.

How are Staking Consideration and Staking Fee treated for GAVA shareholders?

Staking Consideration represents staking rewards held by the Trust, which must be periodically converted to cash. From these proceeds, a Staking Fee and other Trust expenses are deducted, including amounts paid to the Sponsor for facilitating staking arrangements, with the remaining net cash distributed to shareholders.

Can investors in Grayscale Avalanche Staking ETF (GAVA) predict distribution amounts?

Distribution amounts cannot be predicted with certainty because they depend on Staking Consideration actually received during each period. After deducting the Staking Fee and applicable Trust expenses, only the remaining net cash is available for distribution to shareholders, so payments may vary over time.

What additional disclosure will Grayscale Avalanche Staking ETF (GAVA) provide about the amendment?

The Trust intends to file a prospectus supplement under Rule 424(b)(3) to update disclosure about the amendment. This supplement will address the new staking distribution framework and related terms as part of the Trust’s registration under the Securities Act of 1933, as amended.

Are there tax considerations for GAVA shareholders under the new staking distribution framework?

Shareholders are advised to discuss potential tax consequences of the amendment with their tax advisors. Because staking rewards are converted to cash and distributed, investors may face taxable events, and the Trust explicitly recommends consulting a professional to assess individual tax implications.

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): August 6, 2026

    

Grayscale Avalanche Staking ETF

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-43189	99-6715858
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

c/o Grayscale Investments Sponsors, LLC 290 Harbor Drive, 4th Floor
Stamford, Connecticut		06902
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 212 668-1427

    

N/A

(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
Grayscale Avalanche Staking ETF Shares	GAVA	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 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 1.01. Entry into a Material Definitive Agreement.

On August 6, 2026, Grayscale Investments Sponsors, LLC (the “Sponsor”), as sponsor of Grayscale Avalanche Staking ETF (the “Trust”), entered into Amendment No. 2 (the “Amendment”) to the Second Amended and Restated Declaration of Trust and Trust Agreement dated as of February 2, 2026, as amended by Amendment No. 1 to the Second Amended and Restated Declaration of Trust and Trust Agreement, dated March 11, 2026, and as may be further amended from time to time(the “Trust Agreement”) with CSC Delaware Trust Company, the trustee (the “Trustee”) of the Trust. Capitalized terms used but not defined herein have the definitions given to them in the Trust’s Registration Statement on Form S-1, as amended (File No. 333-289829).

The Amendment to the Trust Agreement amends certain provisions of the Trust Agreement 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 Trust currently intends to distribute to Shareholders the net cash proceeds of the Staking Consideration received by the Trust, after deducting the Staking Fee (as defined in the Trust Agreement) and other applicable Trust expenses, on a monthly, but no less than quarterly, basis. 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 Amendment with their tax advisors. The Trust intends to file a prospectus supplement pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended, to update disclosure relating to the Amendment described herein.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 4.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits



Exhibit No.		Description
4.1		Amendment No. 2 to the Second Amended and Restated Declaration of Trust and Trust Agreement
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

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 thereunto duly authorized.


			Grayscale Investments Sponsors, LLC, as Sponsor of Grayscale Avalanche Staking ETF

Date:	August 7, 2026	By:	/s/ Kathryn Masci
			Name: Kathryn Masci Title: Interim Chief Financial Officer (Principal Financial and Accounting Officer)*

* The Registrant is a trust and the identified person signing this report is signing in their capacity as an authorized officer of Grayscale Investments Sponsors, LLC, the Sponsor of the Registrant.

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

2 documents