Grayscale Sui Trust SEC Filings

Grayscale Sui Staking ETF (GSUI) files a prospectus for continuous issuance of Shares designed to track the U.S. dollar value of SUI held by the Trust (including SUI earned as Staking Consideration), less expenses and liabilities. The Trust issues Shares only in Baskets of 10,000 and has registered an indeterminate number of Shares. The Trust commenced Provider-Facilitated Staking after the Staking Condition was satisfied on February 17, 2026 and began staking on February 18, 2026. Key operational features include daily NAV and Index Price calculations at 4:00 p.m. New York time, a Sponsor’s Fee that accrues at an annual rate of 0.35% payable in SUI, and an aggregate 23% allocation of gross staking consideration to the Sponsor, Custodian and Staking Provider. The prospectus discloses material risks including extreme SUI price volatility, regulatory uncertainty, staking-specific liquidity and slashing risks, and reliance on third-party service providers.

Grayscale Sui Staking ETF amends its Form S-1 to permit continued issuance of Shares and to incorporate its 2025 Form 10-K. The Trust issues Shares in Baskets of 10,000 Shares and has registered an indeterminate number of Shares. The Trust holds SUI and commenced Provider-Facilitated Staking on February 18, 2026, with the Sponsor, Custodian and Staking Provider collectively receiving 23% of gross Staking Consideration. The Sponsor accrues a daily fee equal to 0.35% per annum of NAV, payable in SUI, with a temporary partial waiver in place through May 18, 2026 or until NAV exceeds $1.0 billion. The prospectus emphasizes staking, liquidity procedures (a dynamic Liquidity Sleeve), Index Price methodology, and extensive risk factors relating to digital‑asset volatility, regulatory uncertainty, and staking-specific risks.

Grayscale Sui Staking ETF filed a Prospectus Supplement to include its Annual Report on December 31, 2025, reporting its Form 10-K for the fiscal year ended December 31, 2025. The filing states Shares outstanding were 1,718,900 as of March 19, 2026 and discloses the Trust commenced staking and related staking terms.

The report discloses the Trust held approximately 0.08% of SUI in circulation as of December 31, 2025, that each Share represented ~14.4785 SUI as of December 31, 2025, and that effective February 18, 2026 the Sponsor’s Staking Fee, the Custodian’s fee and the Staking Provider’s share aggregate to 23% of gross staking consideration.

Grayscale Sui Staking ETF is a Delaware statutory trust designed to give investors exposure to Sui (SUI) through exchange-traded shares on NYSE Arca under the symbol GSUI. As of December 31, 2025, the Trust held about 0.08% of SUI in circulation, with each Share representing approximately 14.4785 SUI.

The Trust seeks for its Share value to reflect the SUI it holds, including SUI earned via staking, less expenses, using a CoinDesk Sui benchmark index. It historically traded at substantial premiums and discounts on OTCQB, but spreads tightened after uplisting; on March 19, 2026, Shares traded at a 0.0007% premium to NAV. The Trust began staking on February 18, 2026 under provider-facilitated arrangements, with 23% of gross staking consideration allocated to the Sponsor, Custodian, and staking provider, and the remainder retained by the Trust.

Grayscale Sui Staking ETF is registering an indeterminate number of Shares for continuous issuance and has received NYSE Arca approval to list under the symbol GSUI. The Trust holds SUI and seeks to track SUI value (including potential SUI earned from staking, if the Staking Condition is satisfied) less expenses. Creations and redemptions occur in Baskets of 10,000 Shares, via in-kind or cash orders, and the Sponsor currently waives its fee for a limited period. The Index Price used to calculate NAV is a non-GAAP, USD-denominated composite derived from selected Digital Asset Trading Platforms. As of December 31, 2025, ~3,737 million SUI were in circulation and aggregate market value was $5.2 billion. The Trust is an emerging growth company and Staking is currently prohibited because the Staking Condition has not been met.

Grayscale Sui Staking ETF filed Post-Effective Amendment No. 1 to its Form S-1 on February 18, 2026, submitted pursuant to Rule 462(d). The amendment adds exhibits to the registration statement, specifically Exhibit 3.2 (Certificate of Amendment) and Exhibit 4.1 (Amendment No. 1 to the Second Amended and Restated Declaration of Trust and Trust Agreement). The amendment becomes effective immediately upon filing under Rule 462(d). The filing is signed by sponsor officers including Edward McGee.

Grayscale Sui Trust (SUI) has filed an amended S-1 to register Shares that provide exposure to the Sui digital asset, with plans to list on NYSE Arca under the symbol GSUI. The Trust passively holds SUI and issues and redeems Shares in 10,000‑share Baskets through Authorized Participants.

The investment objective is for the Share value, based on SUI per Share, to track the value of SUI held, including potential SUI earned via staking if a defined tax “Staking Condition” is satisfied, minus fees and expenses. The Trust may later be renamed Grayscale Sui Staking ETF and may engage in staking only under strict tax, operational, and regulatory constraints.

The prospectus highlights substantial risks: extreme SUI price volatility, premiums or discounts to NAV, limited trading history, potential regulatory changes that could affect SUI or staking, reliance on third‑party custodians, prime brokers, and liquidity providers, and the Trust’s status outside the Investment Company Act and CEA regimes. The Trust is an emerging growth company and will initially benefit from reduced reporting requirements.