Exhibit · Form 10-K · Item 1A Risk Factors · scanned 2026-09-20
What the Bitcoin ETF filings say about the halving
12 US spot-Bitcoin ETFs hold the asset. 11 have filed an annual report. All 11 disclose this one: the block subsidy halves on a schedule, transaction fees have not replaced it, and if that does not change, the incentive to mine falls — and the security of the network with it. Their own words, each linked to EDGAR.
They all name the risk. None of them price it. What it costs ↓
Form 10-KItem 1A What the Bitcoin ETF filings say about the halving verified 2026-10-13 Download the full report Every quote with its EDGAR address and hash, the full roster, the arithmetic and the method.
Risk factors: declining mining rewards
verbatim · several issuers file the same counsel-drafted passage
Form 10-K · filed 2026-02-27
Item 1A Risk Factors
… occurred in April 2024, and the next reward halving event is expected to occur in or around March 2028, at which time the reward earned per block will fall to 1.5625 bitcoin. The reduction in mining rewards of bitcoin could result in less of an incentive for miners to continue to perform mining activities, thereby jeopardizing the security of the Bitcoin network, which could harm the value of the Shares.
thereby jeopardizing the security of the Bitcoin network
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-02-25
Item 1A Risk Factors
Ultimately, if the awards of new bitcoin for solving blocks declines and transaction fees for recording transactions are not sufficiently high to incentivize miners, miners may operate at a loss or cease operations. If the award does not exceed the costs of mining in the long-term, miners may have to cease operations entirely. If miners cease their operations, this could have a negative impact on the Bitcoin network and could adversely affect the value of the bitcoin held by the Trust.
If the award does not exceed the costs of mining in the long-term, miners may have to cease operations entirely
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Counsel-drafted boilerplate. HODL and ARKB file variants of this same passage — different filers, the same drafting, and none of them struck it out.
Grayscale Bitcoin Mini Trust ETF
Form 10-K · filed 2026-02-25
Item 1A Risk Factors
If the digital asset rewards for mining blocks or the transaction fees for recording transactions on the Bitcoin Network are not sufficiently high to incentivize miners, or if certain jurisdictions continue to limit or otherwise regulate mining activities, miners may cease expending processing power to mine blocks and confirmations of transactions on the Bitcoin Blockchain could be slowed. Currently, the fixed reward for solving a new block is 3.125 Bitcoin per block. The amount of Bitcoin rewarded for solving a new block is expected to decrease by half …
miners may cease expending processing power to mine blocks
Translation of the highlighted sentence. The excerpt above is the filing's own English.
One sponsor, two trusts — the same passage, with the same sentence highlighted, appears in both filings. Counted here as one voice, not two.
Form 10-K · filed 2026-03-02
Item 1A Risk Factors
Ultimately, if the awards of new bitcoin for solving blocks declines and transaction fees for recording transactions are not sufficiently high to incentivize miners, or if the costs of validating transactions grow disproportionately, miners may operate at a loss, transition to other networks, or cease operations altogether. Each of these outcomes could, in turn, slow transaction validation and usage, which could have a negative impact on the Bitcoin network and could adversely affect the value of the bitcoin held by the Trust.
miners may operate at a loss, transition to other networks, or cease operations altogether
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Counsel-drafted boilerplate. FBTC and HODL file variants of this same passage — different filers, the same drafting, and none of them struck it out.
Form 10-K · filed 2026-03-02
Item 1A Risk Factors
… reward” or “coinbase”) will decrease over time. In April 2024, the block reward was further reduced from 6.25 bitcoin to 3.125 bitcoin. This halving process occurs approximately every four years and will continue until all 21 million bitcoin are mined. As the block reward continues to decrease over time, the mining incentive structure may transition to a higher reliance on transaction confirmation fees to incentivize miners to continue dedicating processing power to the blockchain. If transaction confirmation fees become too high, the marketplace may be reluctant to use bitcoin. Conversely, if the combination of the block reward and transaction …
the mining incentive structure may transition to a higher reliance on transaction confirmation fees
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K/A · filed 2026-03-27
Item 1A Risk Factors
Ultimately, if the awards of new bitcoin for solving blocks declines and transaction fees for recording transactions are not sufficiently high to exceed the costs of mining, miners may operate at a loss or cease operations. If the award does not exceed the costs of mining in the long-term, miners may have to cease operations entirely. If miners cease their operations, this could have a negative impact on the Bitcoin …
transaction fees for recording transactions are not sufficiently high to exceed the costs of mining
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Counsel-drafted boilerplate. FBTC and ARKB file variants of this same passage — different filers, the same drafting, and none of them struck it out.
Form 10-K · filed 2026-03-02
Item 1A Risk Factors
If the award of new bitcoin for solving blocks and transaction fees for recording transactions are not sufficiently high to incentivize miners, miners may cease expending processing power to solve blocks and confirmations of transactions on the Bitcoin blockchain could be slowed temporarily. A reduction in the processing power expended by miners on the Bitcoin network could increase the likelihood of a malicious actor or botnet obtaining control.
could increase the likelihood of a malicious actor or botnet obtaining control
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-10
Item 1A Risk Factors
Miners ceasing operations or materially reducing their processing power contribution would reduce the aggregate hash rate securing the Bitcoin Network, which can slow transaction confirmations until the next difficulty adjustment and increase the network’s vulnerability to attacks, including the risk that a malicious actor could obtain sufficient control to manipulate the blockchain or hinder transactions. Shifts of mining capacity toward non-bitcoin uses may also reflect, or exacerbate, competition for energy and data center resources, given the energy-intensive nature of proof-of-work mining and the significant electricity …
increase the network’s vulnerability to attacks, including the risk that a malicious actor could obtain sufficient control to manipulate the blockchain
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-03-27
Item 1A Risk Factors
… newly mined bitcoin rapidly, and it may partially or completely cease operations if its profit margin is negative. The reduction in mining rewards of bitcoin, including block reward halving events, which are events that occur after a specific period of time that reduce the block reward earned by miners, could be inadequate to incentivize miners to continue to perform mining activities. In a low profit margin environment, a higher percentage of the new bitcoin mined each day will be sold into the bitcoin market more rapidly, thereby reducing bitcoin prices. The network effect of reduced profit margins resulting in greater …
could be inadequate to incentivize miners to continue to perform mining activities
Translation of the highlighted sentence. The excerpt above is the filing's own English.
Form 10-K · filed 2026-06-29
Item 1A Risk Factors
If the digital asset award for mining blocks and transaction fees for recording transactions on the Bitcoin network are not sufficiently high to incentivize miners, or if certain jurisdictions continue to limit mining activities, miners may cease expanding [sic] processing power or demand high transaction fees, which could negatively impact the value of bitcoin and the value of the Shares.
miners may cease expanding processing power or demand high transaction fees
Translation of the highlighted sentence. The excerpt above is the filing's own English.
fees ÷ (fees + subsidy), BTC terms · monthly average of daily values since 2012 · ▲ halving · the shaded band is the shortfall: to hold miner revenue where it is today when the subsidy halves at block 1,050,000, fees must reach 50% of revenue — 80× today — at a constant BTC price. Fees are drawn flat because nothing in the series implies a climb. · data through 2026-10-12 · verified 2026-10-13
The halving is the schedule. The security budget is the consequence.
The security-budget index today, against five published benchmarks for what it should be.
OPEN →What Bitcoin pays miners, live, per second — and what it stops paying at block 1,050,000.
OPEN →What has to replace the block reward as it goes to zero, and one way it could.
Quotes are excerpts from public SEC filings, reproduced verbatim for commentary. Issuer names and marks identify the documents quoted and imply no affiliation or endorsement. Nothing here is investment advice. Filings scanned 2026-09-20 · figures verified 2026-10-13.
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