Osprey Solana Trust Eyes CBOE Listing, Continuous SOL Share Issuance

Ticker: OSOL · Form: S-1 · Filed: Oct 22, 2025 · CIK: 1868282

Osprey Solana Trust S-1 Filing Summary
FieldDetail
CompanyOsprey Solana Trust (OSOL)
Form TypeS-1
Filed DateOct 22, 2025
Risk Levelhigh
Pages16
Reading Time19 min
Sentimentmixed

Sentiment: mixed

Topics: Cryptocurrency ETF, Solana, Digital Assets, S-1 Filing, CBOE Listing, Arbitrage Mechanism, Emerging Growth Company

Related Tickers: OSOL, SOL-USD

TL;DR

**OSOL is making a big play for mainstream crypto investors by moving to CBOE, which should tighten its SOL tracking and boost liquidity.**

AI Summary

Osprey Solana Trust (OSOL) filed an S-1 on October 22, 2025, to register an indeterminate number of shares for continuous issuance and listing on Cboe BZX Exchange, Inc. (CBOE) under the symbol "[OSOL]". The Trust, formed on June 8, 2021, aims to provide exposure to Solana (SOL) value, less expenses, by holding SOL and referencing the CME CF Solana – Dollar Reference Rate – New York Variant Index. Currently quoted on OTC Markets, OSOL will transition to CBOE, facilitating an arbitrage mechanism through continuous creation and redemption of Baskets (10,000 shares) by Authorized Participants. These transactions can be in-kind (SOL for shares) or cash-based, where the Trust selects a third-party for SOL delivery/receipt. The Trust's assets will not be loaned or pledged, and it may engage in staking at the Sponsor's discretion, with the SOL Custodian delegating substantially all the Trust's SOL for this purpose. As an emerging growth company, OSOL is subject to reduced reporting requirements.

Why It Matters

This S-1 filing signals Osprey Solana Trust's intent to move from OTC Markets to a major exchange like CBOE, potentially increasing liquidity and accessibility for investors seeking direct exposure to Solana. The continuous creation and redemption mechanism, involving Authorized Participants, is designed to keep the share price closely aligned with the underlying SOL value, offering a more efficient investment vehicle compared to direct SOL ownership. This move could intensify competition within the crypto ETP market, particularly for Solana-backed products, and attract a broader institutional investor base. For employees and customers, increased market visibility and stability could enhance confidence in the Trust's long-term viability.

Risk Assessment

Risk Level: high — The Trust's investment objective is solely to reflect the value of SOL, which is a highly volatile digital asset. The filing explicitly states, "Investing in the Shares involves significant risks" on page 15, and highlights that shareholders lack protections associated with registered investment companies or commodity pools, as the Trust is not regulated under the Investment Company Act of 1940 or the CEA. Furthermore, the Trust's ability to engage in staking introduces additional operational and market risks.

Analyst Insight

Investors should monitor the effectiveness of the arbitrage mechanism once OSOL lists on CBOE to ensure the Shares trade closely to NAV. Consider OSOL for direct SOL exposure if you prioritize exchange-traded convenience over direct custody, but be prepared for significant price volatility inherent in digital assets.

Financial Highlights

debt To Equity
0.0
revenue
$0
operating Margin
N/A
total Assets
$0
total Debt
$0
net Income
$0
eps
$0
gross Margin
N/A
cash Position
$0
revenue Growth
N/A

Key Numbers

  • 10,000 — Shares per Basket (Minimum block size for creation and redemption of Shares)
  • 2025-10-22T00:00:00.000Z — S-1 Filing Date (Date the registration statement was filed with the SEC)
  • 2021-06-08 — Trust Formation Date (Date Osprey Solana Trust was formed as a Delaware Statutory Trust)

Key Players & Entities

  • Osprey Solana Trust (company) — Registrant and Delaware statutory trust
  • OSOL (company) — Ticker symbol for Osprey Solana Trust
  • Solana (company) — Underlying digital asset held by the Trust
  • Osprey Funds, LLC (company) — Sponsor of the Trust
  • Cboe BZX Exchange, Inc. (company) — Intended listing exchange for OSOL shares
  • Coinbase Custody Trust Company, LLC (company) — Custodian for the Trust's SOL holdings
  • U.S. Bancorp Fund Services, LLC (company) — Transfer Agent and Trust Administrator
  • Gregory D. King (person) — Chief Executive Officer of Osprey Funds, LLC and Agent For Service
  • Morgan, Lewis & Bockius LLP (company) — Legal counsel for the Trust
  • Securities and Exchange Commission (regulator) — Regulatory body for the S-1 filing

FAQ

What is the primary objective of the Osprey Solana Trust?

The primary objective of the Osprey Solana Trust is to provide exposure to the value of Solana (SOL) held by the Trust, less the expenses of the Trust's operations and other liabilities. It aims for the value of its Shares to reflect the value of SOL, determined by reference to the CME CF Solana – Dollar Reference Rate – New York Variant Index.

When was the Osprey Solana Trust formed and what is its current listing status?

The Osprey Solana Trust was formed on June 8, 2021. It is currently quoted on the OTC Market under the ticker symbol "OSOL" and intends to list its Shares on Cboe BZX Exchange, Inc. (CBOE) under the symbol "[OSOL]" following the effectiveness of its registration statement.

How does the Osprey Solana Trust create and redeem shares?

The Trust issues and redeems Shares only in blocks of 10,000 shares, known as Baskets, through Authorized Participants. These transactions can be in-kind, where Authorized Participants deliver or receive SOL, or cash-based, where the Trust selects a third-party to deliver or receive SOL.

Who are the key service providers for the Osprey Solana Trust?

Osprey Funds, LLC is the Sponsor, CSC Delaware Trust Company is the Trustee, U.S. Bancorp Fund Services, LLC acts as Transfer Agent and Trust Administrator, Coinbase Custody Trust Company, LLC is the SOL Custodian, and U.S. Bank National Association is the Cash Custodian.

What are the main risks associated with investing in Osprey Solana Trust shares?

Investing in OSOL shares involves significant risks, including the high volatility of Solana, the lack of protections afforded by the Investment Company Act of 1940 or the Commodity Exchange Act of 1936, and potential risks associated with the Trust's ability to engage in staking.

Will the Osprey Solana Trust engage in staking activities?

Yes, the Trust Agreement provides that the Trust may engage in Staking at the Sponsor's discretion. The SOL Custodian has delegated substantially all the Trust's SOL for this purpose.

How does the Trust determine its Net Asset Value (NAV)?

The Trust establishes its NAV by referencing the CME CF Solana – Dollar Reference Rate – New York Variant (the "Index"), less the Trust's expenses and other liabilities. The Index Price is calculated by the Trust Administrator at 4:00 p.m., New York time, each business day.

Is the Osprey Solana Trust regulated as an investment company or commodity pool?

No, the Trust is not a registered investment company under the Investment Company Act of 1940, nor does the Sponsor believe it is a commodity pool under the Commodity Exchange Act of 1936. Therefore, it is not subject to regulation under these acts.

What is the role of Authorized Participants in the Osprey Solana Trust?

Authorized Participants are registered broker-dealers who enter into contracts with the Sponsor and Trustee to purchase and redeem Baskets of Shares. They play a crucial role in the arbitrage mechanism, helping to keep the value of the Shares closely linked to the Index Price.

Where can investors find more information about the Osprey Solana Trust?

Investors can find the Trust's annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K on the Sponsor's website at www.ospreyfunds.io and on the SEC's EDGAR database at www.sec.gov, following the effective date of the registration statement.

Risk Factors

  • Volatility of Solana Price [high — market]: The value of the Trust's assets is directly tied to the price of Solana (SOL). The price of SOL is highly volatile and subject to significant fluctuations due to various factors including market sentiment, regulatory developments, technological issues, and competition. This volatility can lead to substantial losses for investors.
  • Regulatory Uncertainty for Digital Assets [high — regulatory]: The regulatory landscape for digital assets, including Solana, is evolving and uncertain. Changes in regulations, including potential classification as securities or other regulated instruments, could adversely affect the Trust's ability to operate, the value of SOL, and the market for the Trust's shares.
  • Custody and Security Risks [high — operational]: The Trust relies on a custodian for the safekeeping of its Solana holdings. Any security breach, operational failure, or loss of private keys by the custodian could result in the loss of the Trust's assets, leading to significant investor losses. The Trust also plans to engage in staking, which introduces additional operational complexities and risks.
  • Expenses and Fees Impact on Returns [medium — financial]: The Trust will incur various expenses, including sponsor fees, custodian fees, and other operational costs. These expenses will reduce the net returns to investors. The S-1 filing does not specify the exact expense ratio, but it is expected to impact the Trust's ability to track the performance of Solana.
  • Limited Recourse for Investors [medium — legal]: As a statutory trust, investors may have limited recourse against the Sponsor or other parties in the event of mismanagement or loss. The Trust's structure and governing documents will dictate the extent of investor rights and remedies.
  • Dependence on Authorized Participants [medium — market]: The arbitrage mechanism, which helps keep the Trust's share price aligned with the net asset value of its Solana holdings, relies on Authorized Participants (APs). If APs are unwilling or unable to create or redeem Baskets, the Trust's shares may trade at a significant premium or discount to its NAV.
  • Staking Risks [medium — operational]: The Trust's intention to engage in staking SOL introduces risks such as slashing penalties (loss of staked SOL due to validator misbehavior), technical failures of staking infrastructure, and potential changes in staking rewards. The delegation of staking to a third party by the custodian adds another layer of operational risk.
  • Emerging Growth Company Status [low — regulatory]: While providing reduced reporting requirements, being an emerging growth company means less public scrutiny and potentially less detailed financial disclosures compared to fully reporting companies. This could obscure certain risks or financial nuances from investors.

Industry Context

The digital asset trust market is rapidly evolving, with increasing institutional interest in gaining exposure to cryptocurrencies like Solana. Competitors include other crypto-focused trusts and ETFs offering exposure to various digital assets. The industry faces ongoing challenges related to regulatory clarity, security, and the inherent volatility of underlying digital assets.

Regulatory Implications

The S-1 filing signifies a move towards a more regulated exchange listing, potentially increasing investor confidence. However, the evolving regulatory landscape for digital assets in the U.S. remains a significant risk, with potential for new rules impacting the Trust's operations or the value of Solana.

What Investors Should Do

  1. Review the Trust's fee structure and expense ratio once finalized.
  2. Assess the risks associated with Solana's price volatility and the broader digital asset market.
  3. Understand the implications of the Trust's staking strategy.
  4. Monitor regulatory developments concerning digital assets.

Key Dates

  • 2025-10-22: S-1 Filing Date — Indicates the Trust's intention to register shares for continuous offering and listing on a national exchange (Cboe BZX), signaling a move towards greater accessibility and liquidity for investors.
  • 2021-06-08: Trust Formation Date — Marks the legal establishment of Osprey Solana Trust as a Delaware Statutory Trust, the foundational step before its operational activities and public offerings.

Glossary

Basket
A unit of creation or redemption for the Trust's shares, consisting of 10,000 shares. This is the mechanism through which Authorized Participants interact with the Trust to create or redeem shares, facilitating liquidity. (Crucial for understanding the arbitrage mechanism and how the Trust's share price is expected to track the value of its underlying Solana holdings.)
Authorized Participant (AP)
A financial institution that has entered into an agreement with the Trust to facilitate the creation and redemption of Baskets of the Trust's shares. APs are key to the arbitrage process. (Essential for the functioning of the exchange-traded fund (ETF)-like structure, ensuring the Trust's shares trade close to their net asset value.)
In-kind Creation/Redemption
A process where Authorized Participants deliver the underlying assets (in this case, Solana) to the Trust in exchange for new shares, or surrender shares to the Trust in exchange for the underlying assets. (Allows the Trust to acquire and divest Solana holdings efficiently without needing to sell assets on the open market, potentially reducing transaction costs and market impact.)
CME CF Solana – Dollar Reference Rate – New York Variant Index
A benchmark index that provides a reference price for Solana in U.S. dollars, calculated and published by CME Group. The Trust uses this index to determine the value of its Solana holdings. (Defines the benchmark against which the Trust's performance is measured and helps establish the net asset value of the Trust's shares.)
Staking
The process of actively participating in transaction validation on a proof-of-stake blockchain network, such as Solana, in exchange for rewards. The Trust intends to stake its SOL holdings. (Introduces a potential source of yield for the Trust, but also carries risks such as slashing penalties and operational complexities.)
Emerging Growth Company
A company that has total annual gross revenues of less than $1.235 billion during its most recently completed fiscal year. These companies are subject to reduced regulatory and reporting requirements. (Indicates that OSOL benefits from scaled-down disclosure obligations, which may affect the depth of information available to investors.)

Year-Over-Year Comparison

As this is an initial S-1 filing for Osprey Solana Trust, there is no prior filing to compare against. Key metrics such as revenue, net income, and margins are not applicable at this pre-launch or early-stage registration phase. The filing primarily outlines the Trust's structure, investment objective, and the risks associated with its proposed operations and the Solana asset class.

Filing Stats: 4,719 words · 19 min read · ~16 pages · Grade level 13.3 · Accepted 2025-10-22 17:28:22

Filing Documents

Use of Proceeds

Use of Proceeds 53 Overview of the SOL Industry and Market 54 Business of the Trust 60 Description of the Shares and the Trust Agreement 76 The Securities Depository; Book-Entry Only System; Global Security 83 The Trust's Service Providers 84 Description of Creation and Redemption of Shares 71 Material U.S. Federal Income Tax Consequences 91 ERISA and Related Considerations 97 Plan of Distribution 99 Governing Law; Consent to Delaware Jurisdiction 102 Legal Matters 102 Experts 102 Where You Can Find More Information 102 Glossary of Defined Terms 103 Report of Independent Registered Public Accounting Firm F-1 This prospectus contains information you should consider when making an investment decision about the Shares. You may rely on the information contained in this prospectus. Neither the Trust nor the Sponsor has authorized any person to provide you with different information and, if anyone provides you with different or inconsistent information, you should not rely on it. You should assume that the information appearing in this prospectus is accurate only as of the date on the front cover of this prospectus. This prospectus is not an offer to sell the Shares in any jurisdiction where the offer or sale of the Shares is not permitted. Until [], 2025 (25 days after the date of this prospectus), all dealers effecting transactions in the Shares, whether or not participating in this distribution, may be required to deliver a prospectus. This requirement is in addition to the obligations of dealers to deliver a prospectus when acting as underwriters and with respect to unsold allotments or subscriptions. The Sponsor first intends to use this prospectus on [], 2025. Authorized Participants may be required to deliver a prospectus when making transactions in the Shares. See "Plan of Distribution." See "Glossary of Defined Terms" for the definition of certain capitalized terms used in this prospectus. i

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