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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
September 25, 2025
Hashdex Nasdaq Crypto Index US ETF
(Exact name of registrant specified in its charter)
Delaware |
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001-42511 |
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33-2103856 |
(State or Other Jurisdiction
Of Incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
19 West 44th Street, Suite 200
New York, NY 10036
(Address of principal executive offices, zip code)
Registrant’s telephone number, including
area code: (866) 403-5272
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 Hashdex Nasdaq Crypto Index US ETF |
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NCIQ |
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The 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 7.01 – Regulation FD Disclosure.
On September 25, 2025, the Sponsor issued a press
release announcing changes of the Trust to rely on the generic listing rules. A copy of the press release is furnished as Exhibit 99.1
hereto.
The information furnished under this Item 7.01,
including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to
the liabilities of that section, and shall not be deemed incorporated by reference into any of the Company’s filings under the Securities
Act of 1933, as amended, or the Securities Act, or the Exchange Act, whether made before or after the date hereof, regardless of any general
incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 8.01 - Other Events.
Reliance on Generic Listing Standards and Index
Constituents
In reliance on the new generic listing rules adopted
by The Nasdaq Stock Market LLC (the “Exchange”) and approved by the U.S. Securities and Exchange Commission (the “SEC”)
(SR-NASDAQ-2025-056) (the “generic listing standards”), the Trust will be permitted to hold additional crypto assets that
are constituents of the Nasdaq Crypto US Settlement Price™ Index (“NCIUSS” or the “Index”), rather than
being limited to bitcoin and ether. Accordingly, the Trust will track Bitcoin (“BTC”), Ethereum (“ETH”), Solana
(“SOL”), Stellar Lumens (“XLM”) and XRP (“XRP”), as of this date, subject to quarterly rebalancing
and any additional Index Constituents added from time to time in accordance with the Index methodology and eligibility under the generic
listing standards.
In connection with this change, the Trust is also
filing a prospectus supplement to update and supplement certain information contained in the Registration Statement on Form S-1 (No. 333-280990).
The Sponsor will continue to monitor the Index
composition and will adjust the Trust’s holdings in order to replicate the Index, subject to the restrictions set forth on the generic
listing standards.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. |
|
Description |
99.1 |
|
Press Release, dated September 25, 2025, issued by the Sponsor |
104 |
|
Cover Page Interactive Data File (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 hereunto duly authorized.
Date: September 25, 2025 |
HASHDEX NASDAQ CRYPTO INDEX US ETF |
|
|
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By: |
/s/ Samir Elias Hachem Kerbage |
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Name: |
Samir Elias Hachem Kerbage |
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Title: |
Director of the Sponsor (Principal Finance Officer and Principal Accounting Officer) |