GAVA 10-K & 10-Q changes, risk factors and insider trading

The following discussion and analysis of our financial condition and results of operations should be read together with, and is qualified in its entirety by reference to, our unaudited financial statements and related notes included elsewhere in this Quarterly Report, which have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). The following discussion may contain forward-looking statements based on assumptions we believe to be reasonable. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to these differences include, but are not limited to, those set forth under “Part II, Item 1A. Risk Factors” in this Quarterly ReportReport, or in “Risk Factors” and “Forward-Looking Statements” or other sections of our Registration Statement on Form S-1.

Financial Highlights for the Three and Six Months Ended MarchJune 31,30, 2026 and 2025 (All amounts in the following table and the subsequent paragraphs, except Share, AVAX and price of AVAX amounts, are in thousands)

Net assets isin the above table and subsequent paragraphs are calculated in accordance with U.S. GAAP based on the Digital Asset Market price of AVAX on the Digital Asset Trading Platform that the Trust considered its principal market, as of 4:00 p.m., New York time, on the valuation date.

Net realized and unrealized loss on investment in AVAX for the three months ended MarchJune 31,30, 2026 was ($2,005$1,453), which includes a realized loss of ($43$2) on the transfer of AVAX to pay expensesSponsor’s Fee, net realized loss on investment in AVAX sold to pay Sponsor’s Staking Fee of ($18) and net change in unrealized appreciation/depreciation on investment in AVAX of ($1,962$1,433). Net realized and unrealized loss on investment in AVAX for the period was driven by AVAX price depreciation from $12.33 per AVAX as of December 31, 2025 to $8.89 per AVAX as of March 31, 2026 to $6.57 per AVAX as of June 30, 2026. Net decrease in net assets resulting from operations was ($2,028$1,416) for the three months ended MarchJune 31,30, 2026, which consisted of the net realized and unrealized loss on investment in AVAX, plusand the net investment lossgain of $(23).$37. Net assets decreased to $5,309$4,270 at MarchJune 31,30, 2026, a 25%20% decrease for the three-month period. The decrease in net assets resulted from the aforementioned AVAX price depreciation, the withdrawal of 2,750approximately 112 AVAX to pay the foregoing Sponsor’s Fee and the withdrawal of 232approximately 1,167 AVAX to pay the foregoing Sponsor’s Staking Fee, partially offset by and the contribution of approximately 24,04748,309 AVAX with a value of $247$377 to the Trust in connection with Share creations during the period and the contribution of approximately 1,1245,660 AVAX in connection with Staking Rewards, Net realized and unrealized loss on investment in AVAX for the three months ended March 31, 2025 was ($1,303), which includes a realized gain of $1 on the sale of AVAX to pay expenses and net change in unrealized appreciation/depreciation on investment in AVAX of ($1,304). Net realized and unrealized loss on investment in AVAX for the period was driven by AVAX price depreciation from $35.81 per AVAX as of December 31, 2024, to $18.64 per AVAX as of March 31, 2025. Net decrease in net assets resulting from operations was ($1,316) for the three months ended March 31, 2025, which consisted of the net realized and unrealized loss on investment in AVAX. Net assets decrease to $1,489 at March 31, 2025, a 44% decrease for the three-month period. The decrease in net assets resulted the aforementioned AVAX price depreciation and the $131 AVAX to pay the foregoing Sponsor’s Staking Fee, partially offset by the contribution of 5,677 AVAX with a value of $131 to the trust in connection with Share creations during the period.Rewards.

The Sponsor, from time to time, may temporarily waive all or a portion of the Sponsor’s Fee of the Trust in its discretion for stated periods of time. Effective March 12, 2026, the Sponsor has determined to waive a portion of the Sponsor’s Fee until the earlier of (x) June 12, 2026 and (y) the first date on which the NAV of the Trust exceeds $1.0 billion (such period, the “Fee Waiver Period”). IfFollowing the Trust’sexpiration NAVdate exceedsof $1.0the billionthree-month priorwaiver toperiod on June 12, 2026,2026 (the “Sponsor’s Fee Waiver Expiration Date”), the Sponsor’s Fee charged on assets over $1.0 billion will beis 0.35%. After the Fee Waiver Period is over, the Sponsor’s Fee will be 0.35%. From March 12, 2026 to March 31, 2026, the Trust’s assets did not exceed $1.0 billion and no Sponsor’s Fee had been incurred.

The Trust’s NAV and NAV per Share are derived from the Index Price as represented by the Index as of 4:00 p.m., New York time, on the valuation date. The Trust’s NAV per Share is calculated using a non-GAAP methodology where the price is derived from multiple Digital Asset Trading Platforms. The Digital Asset Trading Platforms included in the Index (the “Constituent Trading Platforms”) as of MarchJune 31,30, 2026 were Binance, Bitstamp by Robinhood, Bullish, Bybit, Crypto.com, GATE,Gate, Gemini, Hashkey,HashKey, Kraken and OKX. The Digital Asset Trading Platforms included in the Index as of MarchJune 31,30, 2025 were Coinbase, Kraken, and Crypto.com. See “Business—Overview of the Avalanche Industry and Market—The Index and the Index Price” in our Registration Statement on Form S-1 for a description of the Index and the Index Price.

The following chart illustrates the movement in the Trust’s NAV per Share (as adjusted for the Reverse Share Split for periods prior to March 6, 2026) versus the Index Price and the Trust’s Principal Market NAV per Share (as adjusted for the Reverse Share Split for periods prior to March 6, 2026) from August 20, 2024 (the commencement of the Trust’s operations) to MarchJune 31,30, 2026. For more information on the determination of the Trust’s NAV, see “Business—Overview of the Avalanche Industry and Market—The Index and the Index Price” in our Registration Statement on Form S-1.

The following table illustrates the movements in the Index Price from August 20, 2024 (the commencement of the Trust’s operations) to MarchJune 31,30, 2026. The Sponsor has not observed a material difference between the Index Price and average prices from the Constituent Trading Platforms as of MarchJune 31,30, 2026, individually or as a group.

The following table illustrates the movements in the Digital Asset Market price of AVAX, as reported on the Trust’s principal market, from August 20, 2024 (the commencement of the Trust’s operations) to MarchJune 31,30, 2026.

Effective March 12, 2026, the Trust established an ongoing share creation and redemption program and the Shares of the Trust were listed to NASDAQ. The following chart sets out the historical closing prices for the Shares as reported by NASDAQ and the Trust’s NAV per Share from March 12, 2026 to MarchJune 31,30, 2026.

The following chart sets out the historical premium and discount for the Shares calculated as a percentage of the historical closing prices for the Shares as reported by NASDAQ divided by the Trust’s NAV per Share from March 12, 2026 to MarchJune 31,30, 2026.