ETHE

This information must be preceded or accompanied by a current Grayscale Ethereum Staking ETF prospectus, which may be obtained by clicking here. Please read the prospectus carefully before investing.

Investing involves significant risk and heightened volatility, including possible loss of principal. An investment in the Fund is not suitable for all investors, may be deemed speculative and is not intended as a complete investment program. An investment in Shares should be considered only by persons who can bear the risk of total loss associated with an investment in the Fund. An investment in the Fund is not a direct investment in any cryptocurrency.

Digital assets are assets designed to act as a medium of exchange, though some arguably have not achieved that purpose. Digital assets are an emerging asset class. Digital assets generally operate without a central authority (such as a bank) and are not backed by any government. Digital assets are not legal tender. Federal, state and/or foreign governments may restrict the use and exchange of digital assets, and regulation in the United States is still developing.

Shares of any ETF/ETP are bought and sold at market price (not NAV) and may trade at a discount or premium to NAV. Shares are not individually redeemable from the Fund and may only be acquired or redeemed from the fund in creation units. Brokerage commissions will reduce returns. NAV per Share is not calculated in accordance with GAAP. NAV per Share is not intended to be a substitute for the Fund’s Principal Market NAV per Share calculated in accordance with GAAP. Our definitions and calculations of these non-GAAP measures may not be the same as similar measures reported by other ETFs/ETPs. Please refer to the Fund’s filings with the Securities and Exchange Commission for additional information.

Index returns are presented for illustrative purposes only and exclude management fees and expenses. Indexes are unmanaged, and investors cannot invest directly in an index.

Extreme volatility of trading prices that many digital assets have experienced in recent periods, and may continue to experience, could have a material adverse effect on the value of the Fund and the shares could lose all or substantially all of their value. Digital assets represent a new and rapidly evolving industry. The value of the Fund depends on the acceptance of digital assets, the capabilities and development of blockchain technologies and the fundamental investment characteristics of the digital asset. Digital asset networks are developed by a diverse set of contributors and the perception that certain high-profile contributors will no longer contribute to the network could have an adverse effect on the market price of the related digital asset. Digital assets may have concentrated ownership and large sales or distributions by holders of such digital assets could have an adverse effect on the market price of such digital assets.

The Fund is considered to be non-diversified, which means that it may invest more of its assets in the securities of a single issuer or a smaller number of issuers than if it were a diversified fund.

When a Fund stakes its underlying asset, the token is subject to the risks attendant to staking generally. Staking requires that the Fund lock up the token for the period of time required by the staking protocol, meaning that the Fund cannot sell or transfer the staked token, thereby making it illiquid for the period it is being staked. In addition, during the lock-up period, the Fund is subject to the market price volatility of underlying asset, and it may miss opportunities to sell during opportune times. During the unstaking period, the Fund may miss out on earning opportunities because, in some cases, the staked token may not earn rewards during the unstaking period or may only earn rewards during part of the unstaking period. Staked assets are also subject to security breaches, network downtime or attacks, smart contract vulnerabilities, and validator or custodian failure or compromise, which can result in a complete loss of the staked asset or a loss of any rewards. Potential staking rewards are earned by the Fund and not issued directly to investors.

The Sponsor does not store, hold, or maintain custody of the Fund’s digital assets but instead has entered into the Custodian Agreement with a third party to facilitate the security of its digital assets. The Custodian controls and secures the Fund’s digital asset accounts, a segregated custody account to store private keys, which allow for the transfer of ownership or control of the digital asset, on the Fund’s behalf. If the Custodian resigns or is removed by the Sponsor or otherwise, without replacement, it could trigger early termination of the Fund.

A substantial direct investment in digital assets may require expensive and sometimes complicated arrangements in connection with the acquisition, security and safekeeping of the digital asset and may involve the payment of substantial acquisition fees from third party facilitators through cash payments of U.S. dollars. Because the value of the Fund is correlated with the value of the underlying token, it is important to understand the investment attributes of, and the market for, the underlying digital asset. Please consult with your financial professional.

COINDESK® and the Fund's applicable reference rate (the "Index") are trade or service marks of CoinDesk Indices, Inc. (with its affiliates, including CC Data Limited, “CDI”), and/or its licensors. CDI or CDI's licensors own all proprietary rights in the Index. CDI is not affiliated with Grayscale and does not approve, endorse, review, or recommend the Fund. CDI does not guarantee the timeliness, accurateness, or completeness of any data or information relating to any Index and shall not be liable in any way to Grayscale, investors in or holders of any of the Fund or other third parties in respect of the use or accuracy of any Index or any data included therein.

Smart contracts are a new technology and ongoing development may magnify initial problems, cause volatility on the networks that use smart contracts and reduce interest in them, which could have an adverse impact on the value of the Fund.

There is no guarantee that a market for the shares will be available, which could adversely impact the liquidity of the Fund. The value of the Fund relates directly to the value of the underlying holdings, the value of is subject to fluctuations due to a number of factors.

The Fund relies on third party service providers to perform certain functions essential to the affairs of the Fund and the replacement of such service providers could pose a challenge to the safekeeping of the digital asset and to the operations of the Fund.

Foreside Fund Services, LLC is the marketing agent for Grayscale ETPs. Foreside Fund Services, LLC is the distributor and Grayscale Advisors, LLC (“GSA”) is the adviser of Grayscale ETFs. Foreside is not related to GSA or its affiliates.

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Grayscale reserves all rights not expressly described herein.

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