IBIT updates prospectus with ADGM Professional Client limits

iShares Bitcoin Trust ETF issued a supplement to its prospectus that adds new offering restrictions for the Abu Dhabi Global Market (ADGM).

Accepted by SEC EDGAR 11/21/2025 - 04:39 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

iShares Bitcoin Trust ETF issued a supplement to its prospectus that adds new offering restrictions for the Abu Dhabi Global Market (ADGM). The prospectus may only be distributed in or from the ADGM to investors who qualify as Professional Clients under Rule 2.4.1 of the FSRA conduct of business rules, and it is explicitly not directed to any Retail Clients there. The Trust is not regulated or approved by the FSRA, which states it has not reviewed or verified the prospectus and accepts no responsibility for it. The supplement also notes that Shares may be illiquid or subject to resale restrictions for Professional Clients in the ADGM and emphasizes that prospective investors should perform their own due diligence.

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Filed Pursuant to Rule 424(b)(3) 
Registration No. 333-272680

iShares® Bitcoin Trust ETF

Supplement No. 1 dated November 21, 2025

to the prospectus dated July 31, 2025

This prospectus supplement (this “Supplement”) is part of and should be read in conjunction with the prospectus of iShares Bitcoin Trust ETF (the “Trust”), dated July 31, 2025 (the “Prospectus”). Unless otherwise defined herein, capitalized terms used in this Supplement shall have the same meanings as in the Prospectus.

Update to Prospectus

The following disclosure is added to the end of the “Plan of Distribution” section on page 115 of the Prospectus.

Offering Restrictions

This prospectus may not be distributed in or from the Abu Dhabi Global Market (“ADGM”) except to such persons meeting the “Professional Client” criteria set out in Rule 2.4.1 of the conduct of business rules (“COBs”) in the Financial Services Regulatory Authority of the Abu Dhabi Global Market (“FSRA”) handbook. This prospectus and any related document are strictly not directed to any person who would be considered a “Retail Client” in the ADGM under the COBs.

The Trust is not subject to any form of regulation or approval by the FSRA.

The FSRA accepts no responsibility for reviewing or verifying the prospectus or any other documents in connection with the Trust. Accordingly, the FSRA has not approved this or any other associated documents nor taken any steps to verify the information set out in this prospectus and has no responsibility for it.

The Shares of the Trust may be illiquid and/or subject to restrictions on their resale with respect to Professional Clients in the ADGM. Prospective investors should conduct their own due diligence on the Trust.

If you do not understand the contents of this prospectus, you should consult your personal financial advisor.