Current Report · Items 8.01, 9.01 · 8-K
Grayscale Solana Staking ETF
Other Events
Item 8.01. Other Events. On or around August 7, 2026, Grayscale Investments Sponsors, LLC (the “Sponsor”), as sponsor of Grayscale Solana Staking ETF (the “Trust”), intends to enter into the Third Amended and Restated Declaration of Trust and Trust Agreement (the “Proposed Amendment”) among CSC Delaware Trust Company, the trustee (the “Trustee”) of the Trust, which will amend and restate in its e…
Filed Jul 17, 2026Accepted Jul 17, 2026, 4:06 PM EDTCIK 1896677Accession 0001896677-26-000011
Company context
Current securities
Registered securities in this filing
Grayscale Solana Staking ETF · 8-K · Filed 2026-07-17
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Grayscale Solana Staking ETF Shares
- Exchange
- NYSEArca
- Classification
- OTHER
- Status
- Current
Filing context
Context: C_1c9d0665-c6b2-4304-9da8-2149a05a7f10
Dimensions: Not supplied
Accession 000189667726000011 · 1 registered-security cover member
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Items 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On or around August 7, 2026, Grayscale Investments Sponsors, LLC (the “Sponsor”), as sponsor of Grayscale Solana Staking ETF (the “Trust”), intends to enter into the Third Amended and Restated Declaration of Trust and Trust Agreement (the “Proposed Amendment”) among CSC Delaware Trust Company, the trustee (the “Trustee”) of the Trust, which will amend and restate in its entirety the Second Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”), dated September 19, 2025, as amended by Amendment No. 1 dated October 27, 2025, Amendment No. 2 dated as of January 2, 2026 and Amendment No. 3 dated as of June 25, 2026 to the Second Amended and Restated Declaration of Trust and Trust Agreement. Capitalized terms used but not defined herein have the definitions given to them in the Trust’s Registration Statement on Form S-1, as amended (File No. 333-286374).
The Proposed Amendment would amend and restate certain provisions of the Trust Agreement to, among other things, (i) provide for the Trust to commence regular distributions of the net cash proceeds of staking rewards to Shareholders, by requiring the Trust to reduce the Staking Consideration held by the Trust to cash no less often than quarterly and to promptly distribute the cash proceeds, net of any Trust expenses not assumed by the Sponsor (including, for example, paying a portion of the Staking Consideration to the Sponsor as consideration for its facilitation of the Staking Arrangements), to the Shareholders, and (ii) make certain other conforming changes to facilitate the Trust’s staking program and mandatory distribution framework. The amount of such distributions will depend on the Staking Consideration actually received by the Trust during each period and cannot be predicted with certainty.
Although the Sponsor has determined that the Proposed Amendment is not materially adverse to Shareholders and is necessary or desirable to conform to IRS Revenue Procedure 2025-31 setting forth the conditions under which a trust may engage in one or more forms of Staking while continuing to be classified as a grantor trust for U.S. federal income tax purposes, in accordance with Section 10.1(a)(i)(z) of the Trust Agreement, the Sponsor is nevertheless providing twenty (20) days’ prior notice to Shareholders of the Proposed Amendment, in accordance with Section 10.1(a)(ii) of the Trust Agreement. The foregoing description of the Proposed Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Proposed Amendment, a form of which is being filed as Exhibit 4.1 hereto and incorporated by reference herein.
Shareholders are advised to discuss any tax consequences relating to their investment in the Trust as a result of the Proposed Amendment, if and when executed, with their tax advisors. In particular, other supplemental disclosures relating to the developments described herein are being filed hereto as Exhibits 99.1 and 99.2, which is incorporated by reference herein and is anticipated to supplement and, if applicable, supersede similarly titled disclosure in the Trust's filings with the SEC upon execution of the Proposed Amendment, currently anticipated to take place on or around August 7, 2026. The Trust intends to file a prospectus supplement pursuant to Rule 424(b)(3) under the Securities Act of 1933, as amended, to update disclosure relating to the Proposed Amendment described herein, upon its execution.
Filed exhibits (3)
EX-4.1 (by filename) gsol-ex4_1.htmEX-4.1
2
gsol-ex4_1.htm
EX-4.1
EX-4.1
Exhibit 4.1
THIRD AMENDED AND RESTATED
DECLARATION OF TRUST AND TRUST AGREEMENT OF GRAYSCALE SOLANA STAKING ETF Dated as of [ ] By and Among GRAYSCALE INVESTMENTS SPONSORS, LLC
CSC DELAWARE TRUST COMPANY
(formerly known as Delaware Trust Company)and THE SHAREHOLDERS
FROM TIME TO TIME HEREUNDER
TABLE OF CONTENTS
Page No.
ARTICLE I
DEFINITIONS; THE TRUST
SECTION 1.1 Definitions. 2
SECTION 1.2 Name. 9
SECTION 1.3 Delaware Trustee; Offices. 9
SECTION 1.4 Declaration of Trust. 9
SECTION 1.5 …
Open exhibit ↗EX-99.1 (by filename) gsol-ex99_1.htmEX-99.1
3
gsol-ex99_1.htm
EX-99.1
EX-99.1
Exhibit 99.1
Material U.S. Federal Income Tax Consequences
The following discussion addresses the material U.S. federal income tax consequences of the ownership of Shares. This discussion does not describe all of the tax consequences that may be relevant to a beneficial owner of Shares in light of the beneficial owner’s particular circumstances, including tax consequences applicable to beneficial owners subject to special rules, such as:
• financial institutions;
• dealers in securities or commodities;
• traders in securities or commodities that have elected to apply a mark-to-market method of tax accounting in respect thereof;
• persons holding Shares as part of a hedge, “straddle,” integrated transaction or similar transaction;
• Authorized Participants (as defined below);
• U.S. Holders (as defined below) whose functional currency is not the U.S. dollar;
• entities or arrangements classified as partnerships for U.S. federal income tax purposes;
• real estate investment trusts;
• regulated investment companies; and
• tax-exempt entities, including individual retirement accounts.
This discussion applies only to Shares tha…
Open exhibit ↗EX-99.2 (by filename) gsol-ex99_2.htmEX-99.2
4
gsol-ex99_2.htm
EX-99.2
EX-99.2
Exhibit 99.2
The treatment of the Trust for U.S. federal income tax purposes is uncertain.
The Sponsor intends to take the position that the Trust is properly treated as a grantor trust for U.S. federal income tax purposes. Assuming that the Trust is a grantor trust, the Trust will not be subject to U.S. federal income tax. Rather, if the Trust is a grantor trust, each beneficial owner of Shares will be treated as directly owning its pro rata share of the Trust’s assets and a pro rata portion of the Trust’s income, gains, losses and deductions will “flow through” to each beneficial owner of Shares.
In particular, the Staking Condition has been satisfied as to the particular form of Staking described herein, and the Sponsor intends to continue to take the position that the Trust is properly treated as a grantor trust for U.S. federal income tax purposes and that any Staking activity undertaken by the Trust in compliance with the opinion, ruling or other guidance relied upon to satisfy the Staking Condition will not prevent the Trust from continuing to qualify as a grantor trust for such purposes. The Internal Revenue Service (“IRS”) …
Open exhibit ↗