Grayscale Sui Staking ETF

Grayscale Sui Trust (SUI) is a Delaware statutory trust formed on April 30, 2024, that holds SUI, a digital asset on the Sui Network, a proof-of-stake blockchain designed for smart contracts and decentralized applications. The Trust's investment objective is for the value of its Shares (based on SUI per Share) to reflect the value of SUI held by the Trust, including potential staking rewards if the Staking Condition is satisfied, determined by reference to the CoinDesk Sui Benchmark Rate Index Price, less expenses and liabilities. As a passive investment vehicle, the Trust does not utilize leverage or derivatives and intends to list Shares on NYSE Arca under symbol 'GSUI' following effectiveness of this S-1/A registration statement filed February 17, 2026. Shares are issued only in Baskets of 10,000 to Authorized Participants in exchange for SUI or cash, with ongoing creations and planned redemptions via arbitrage mechanism. The Sponsor, Grayscale Investments Sponsors, LLC (a DCG subsidiary), charges a 0.35% annual fee (waived until NYSE Arca listing +3 months or $1B AUM), covering most ordinary expenses. As of September 30, 2025, Trust held 3,099,050 SUI valued at $10.1M (NAV per Share $47.50), down from $12.6M at December 31, 2024 due to SUI price depreciation and fees. The Trust seeks NYSE Arca listing to provide cost-effective SUI exposure amid staking potential, though Staking Condition remains unsatisfied and no assurance of achievement.

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