10-K: Hashdex Bitcoin ETF Reports 2025 Decline in Assets, NAV

Hashdex Bitcoin ETF's annual report for 2025 reveals a significant decrease in net assets and net asset value per share, despite a strategic shift to spot bitcoin holdings.

Summary

• Hashdex Commodities Trust (formerly Tidal Commodities Trust I) filed its annual report for the fiscal year ended December 31, 2025.
• The Hashdex Bitcoin ETF (DEFI) is the sole series, aiming to track the Nasdaq Bitcoin Reference Price Settlement (NQBTCS).
• The Fund converted its investment strategy to primarily hold spot bitcoin (at least 95%) and up to 5% in CME-traded bitcoin futures and cash equivalents, effective March 27, 2024.
• Effective January 16, 2026, Hashdex Asset Management Ltd. replaced Tidal Investments LLC as the Sponsor, and the Fund will no longer use bitcoin futures contracts, investing solely in bitcoin and cash.
• Total Net Assets decreased by 19.8% from $14,839,384.55 in 2024 to $11,897,778.28 in 2025.
• Shares Outstanding decreased by 14.3% from 140,000 to 120,000.
• Net Asset Value (NAV) per Share decreased by 6.5% from $105.9956 to $99.1482.
• The price of bitcoin declined approximately 6.4% from $93,436.08 on December 31, 2024, to $87,581.77 on December 31, 2025.
• Net income (loss) was $(474,450) in 2025, a significant decrease from $10,581,435 in 2024.
• Management fees decreased from $119,739 in 2024 to $47,520.96 in 2025, reflecting a lower fee rate (0.25% from Feb 10, 2025, down from 0.90% and 0.94%).
• The Fund redeemed 40,000 shares in 2025, compared to 250,000 in 2024.
• The Fund's bitcoin holdings were reclassified from Level 2 to Level 1 in the fair value hierarchy as of December 31, 2025, due to the use of a quoted market price from Bloomberg when the Futures-Based Spot Price (FBSP) was unavailable.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a mixed filing. While the strategic shift to spot bitcoin and reduced management fees are positive, the significant decline in net assets, NAV, and a shift to net loss in 2025 indicate underperformance driven by market conditions and net redemptions.

Positives

• Reduction in the Management Fee rate from 0.90% (and 0.94% prior to March 27, 2024) to 0.25% per annum, effective February 10, 2025.
• Strategic conversion to a spot bitcoin ETF, allowing direct investment in physical bitcoin, which aligns with current market demand for direct crypto exposure.
• Appointment of Hashdex Asset Management Ltd. as the new Sponsor, bringing specialized crypto asset management expertise.
• Internal controls over financial reporting were effective as of December 31, 2025.

Negatives

• Total Net Assets decreased by 19.8% year-over-year, from $14,839,384.55 in 2024 to $11,897,778.28 in 2025.
• Net Asset Value (NAV) per Share decreased by 6.5% from $105.9956 to $99.1482.
• Net income (loss) significantly declined from a gain of $10,581,435 in 2024 to a loss of $(474,450) in 2025.
• The underlying bitcoin price decreased by approximately 6.4% during 2025.
• Net redemptions from the Fund, with Shares outstanding decreasing by 14.3% (20,000 shares).

Risks

• Volatility of bitcoin prices due to factors like adoption rates, regulatory environment, speculative activity, cyberattacks, mining rewards, network forks, fraud, manipulation, security failures, and scalability issues.
• The Fund is not a diversified investment vehicle and may be subject to greater volatility than diversified portfolios.
• Potential for imperfect correlation between changes in the Fund's NAV and the Benchmark due to expenses.
• Limited number of Authorized Purchasers; if they exit or are unable to process orders, Shares may trade at a discount to NAV, face trading halts, or delisting.
• Market disruptions (e.g., government actions, illiquidity) can make it difficult to liquidate positions, leading to major losses.
• Conflicts of interest for the Sponsor, whose principals, managers, officers, and employees may manage other entities, trade for their own accounts, or have other business ventures.
• Shareholders have very limited voting rights, restricting their ability to influence key matters.
• Risk of inadvertent receipt of Material Nonpublic Information from 'value-added investors' or during research activities.
• The Trust and Sponsor face competition in the creation of competing commodity pools and related bitcoin products, potentially affecting market acceptance and scale.

Future Outlook

The Fund's investment objective is to reflect daily changes in the Nasdaq Bitcoin Reference Price Settlement (NQBTCS), less expenses. Upon Hashdex's service as Sponsor, the Fund will primarily invest in bitcoin and cash, no longer using futures contracts. The Sponsor expects the Fund's average daily tracking error against the Benchmark to be less than 10% over any 30 trading days.

Management Comments

• "The Fund's investment objective is for changes in the Shares net asset value (NAV) to reflect the daily changes of the price of the Nasdaq Bitcoin Reference Price Settlement (NQBTCS) (the Benchmark), less expenses from the Fund's operations."
• "The Sponsor employs a passive investment strategy that is intended to track the changes in the Benchmark regardless of whether the Benchmark goes up or goes down."
• "The Sponsor expects that the Fund's average daily tracking error against the Benchmark will be less than 10 percent over any period of 30 trading days."
• "Management concluded that the Trust's and the Fund's disclosure controls and procedures were effective as of December 31, 2025 to provide reasonable assurance..."
• "Management concluded that the Trust's and the Fund's internal control over financial reporting was effective as of December 31, 2025."

Industry Context

StockSavvy.ai notes that the Hashdex Bitcoin ETF's conversion to a spot bitcoin holding strategy aligns with a broader industry trend towards direct exposure to cryptocurrencies, following recent SEC approvals for spot Bitcoin ETFs. The significant decrease in net assets and NAV per share in 2025 reflects the general volatility and price decline experienced in the broader cryptocurrency market during that period, impacting many digital asset investment vehicles. The reduction in management fees is a competitive move in an increasingly crowded spot Bitcoin ETF market.

Comparison to Industry Standards

• The filing does not provide specific comparisons to other companies or projects.
• The 0.25% management fee is competitive within the spot Bitcoin ETF market, where fees range from 0.19% to 0.90% among major players like BlackRock (IBIT), Fidelity (FBTC), and Grayscale (GBTC).
• The 6.4% decline in bitcoin price during 2025 is a market-wide phenomenon, and the Fund's NAV decline is consistent with tracking this underlying asset.

Management Changes

Corporate Governance

Legal Proceedings

• Neither the Trust, the Fund, nor the Sponsor are currently subject to any material legal proceedings, nor are any material legal proceedings threatened against them.

Related Party Transactions

• The Fund pays the Sponsor a Management Fee (0.25% per annum of daily NAV).
• The Sponsor pays most other routine operational, administrative, and ordinary expenses of the Fund.
• The Administrator (Tidal ETF Services LLC) was a wholly-owned subsidiary of the previous Sponsor (Tidal).
• The previous Digital Asset Adviser (Hashdex Asset Management Ltd.) was responsible for providing research and analysis to the Sponsor and Administrator.
• The Trust has no directors, officers, or employees and is managed by the Sponsor.
• The Sponsor's principals, managers, officers, and employees may be directors, officers, or employees of other entities and may manage assets of other entities, creating potential conflicts of interest.
• The Sponsor and its principals, officers, and employees may trade securities, futures, and related contracts for their own accounts, potentially creating preferential treatment.
• The Sponsor may acquire knowledge of potential transactions that may be an opportunity for the Fund but has no duty to offer such opportunity to the Fund.
• The Sponsor and its employees/affiliates may participate in bitcoin-related transactions for their own accounts or clients, potentially taking positions opposite or ahead of the Fund.

Stakeholder Impact

• Shareholders experienced a decrease in NAV per share and total net assets. They benefit from reduced management fees and direct spot bitcoin exposure but face risks related to bitcoin price volatility and potential illiquidity if Authorized Purchasers cease activities. Shareholders have limited voting rights.
• The Sponsor (Hashdex Asset Management Ltd.) receives management fees and bears most routine operational expenses. It has significant control over the Fund's operations and investment strategy.
• Authorized Purchasers pay transaction fees for creations/redemptions and facilitate market liquidity.
• Service Providers (Custodians, Administrator, Marketing Agent) receive fees for their services.

Next Steps

• The Fund will primarily invest in bitcoin and cash, no longer using bitcoin futures contracts, upon Hashdex's service as Sponsor (effective January 16, 2026).
• The Administrator will value bitcoin based on NQBTCS, unless unavailable or unreliable, in which case alternative methods will be used.
• The Sponsor will continue to evaluate its reporting requirements in accordance with applicable accounting standards (ASU 2023-07).

Key Dates

Recommendation

The Hashdex Bitcoin ETF's transition to a spot bitcoin strategy and reduced management fees are positive structural changes that enhance its competitive positioning. However, the significant decline in net assets and NAV per share in 2025, coupled with a shift to a net loss, reflects challenging market conditions for bitcoin and net redemptions. While the long-term outlook for spot bitcoin ETFs remains strong, the immediate financial performance indicates a period of consolidation and market-driven headwinds. Investors should hold to observe the impact of the new sponsor and pure spot strategy on future performance, particularly as bitcoin market dynamics evolve.

Keywords

Bitcoin ETF, Cryptocurrency, Digital Assets, Spot Bitcoin, Hashdex, DEFI, SEC Filing, 10-K, Financial Report, Asset Management, Blockchain, Nasdaq Bitcoin Reference Price, Investment Fund