Bitwise Files S-1 for Sui ETF, Eyes Staking for Yield

TL;DR

**Bitwise is launching a Sui ETF with staking, signaling a bullish institutional move into altcoin yield strategies.**

AI Summary

Bitwise Sui ETF, sponsored by Bitwise Investment Advisers, LLC, filed an S-1 on December 18, 2025, to launch an exchange-traded product providing exposure to Sui, a digital asset. The Trust's investment objective is to track the value of Sui, less expenses, using the CME CF Sui — Dollar Reference Rate — New York Variant as its pricing benchmark. Coinbase Custody Trust Company, LLC will serve as the Sui Custodian, responsible for secure safekeeping of the Trust's Sui holdings. A key feature is the Trust's intention to stake some or all of its Sui to derive additional Sui, with the Sponsor selecting trusted staking agents. Shares will be created and redeemed in Baskets of 10,000 Shares, with Bitwise Asset Management, Inc. acting as the Seed Capital Investor, purchasing an undisclosed amount of Shares on an undisclosed date, and Bitwise Investment Manager, LLC expected to purchase initial Baskets for an undisclosed amount. The Trust will charge a unitary management fee of 0.[XXX]% per annum of its Sui holdings. The filing highlights that investing in the Trust involves significant risks, similar to direct Sui investment, and the Shares are considered speculative securities.

Why It Matters

This S-1 filing by Bitwise for a Sui ETF signals growing institutional interest in altcoins beyond Bitcoin and Ethereum, potentially opening up the Sui market to a broader investor base through traditional brokerage accounts. For investors, it offers a regulated, accessible vehicle to gain exposure to Sui, bypassing the complexities and risks of direct digital asset ownership. Employees of Bitwise and its service providers, like Coinbase Custody, will see increased activity and potential growth opportunities. The competitive landscape for crypto ETFs is intensifying, with Bitwise aiming to differentiate through a staking mechanism, which could attract yield-seeking investors and put pressure on other digital asset managers to innovate their product offerings.

Risk Assessment

Risk Level: high — The S-1 explicitly states, "AN INVESTMENT IN THE TRUST MAY NOT BE SUITABLE FOR INVESTORS THAT ARE NOT IN A POSITION TO ACCEPT MORE RISK THAN MAY BE INVOLVED WITH OTHER EXCHANGE-TRADED PRODUCTS THAT DO NOT HOLD SUI OR INTERESTS RELATED TO SUI. THE SHARES ARE SPECULATIVE SECURITIES. THEIR PURCHASE INVOLVES A HIGH DEGREE OF RISK AND YOU COULD LOSE YOUR ENTIRE INVESTMENT." This, coupled with the inherent volatility and regulatory uncertainty of digital assets like Sui, indicates a high-risk investment.

Analyst Insight

Investors should approach the Bitwise Sui ETF with caution, recognizing the high-risk nature of digital asset investments. Those interested in Sui exposure should consider this ETF as a potential entry point, but only after thoroughly reviewing the 'RISK FACTORS' section starting on page 12 of the prospectus and understanding the speculative nature of the underlying asset.

Financial Highlights

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net Income

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gross Margin

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revenue Growth

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Key Numbers

• 0.[XXX]% — Unitary management fee (Annual fee charged by the Sponsor on the Trust's Sui holdings)
• 10,000 — Shares per Basket (Standard block size for creation and redemption of Shares)
• 2025-12-18T00:00:00.000Z — Filing Date (Date the S-1 registration statement was filed with the SEC)
• 22nd — Sui market capitalization rank (Sui's rank among over 19,000 digital assets as of November 25, 2025)
• 19,000 — Total digital assets tracked (Number of digital assets tracked across over 1,200 exchanges as of November 25, 2025)

Key Players & Entities

• Bitwise Sui ETF (company) — Registrant and exchange-traded product
• Bitwise Investment Advisers, LLC (company) — Sponsor and manager of the Trust
• Sui (dollar_amount) — Underlying digital asset held by the Trust
• CME CF Sui — Dollar Reference Rate — New York Variant (company) — Pricing Benchmark for the Trust's NAV
• CF Benchmarks Ltd. (company) — Benchmark Provider for the Pricing Benchmark
• Coinbase Custody Trust Company, LLC (company) — Sui Custodian for the Trust's Sui holdings
• Bitwise Asset Management, Inc. (company) — Parent of the Sponsor and Seed Capital Investor
• Bitwise Investment Manager, LLC (company) — Affiliate of the Sponsor, expected to purchase initial Baskets
• Richard Coyle, Esq. (person) — Legal counsel from Chapman and Cutler LLP
• Hunter Horsley (person) — Representative for Bitwise Investment Advisers, LLC

FAQ

Risk Factors

• Volatility of Sui Prices [high — market]: The value of Sui is highly volatile and subject to rapid and significant price fluctuations. The Trust's NAV will be directly impacted by these price movements, potentially leading to substantial losses for investors. For instance, the price of Sui can be influenced by market sentiment, regulatory developments, and technological changes within the digital asset space.
• Uncertain Regulatory Landscape [high — regulatory]: The regulatory framework for digital assets, including Sui, is still evolving globally and within the United States. Changes in regulations could adversely affect the Trust's ability to operate, the liquidity of Sui, or the value of the Trust's holdings. This uncertainty poses a significant risk to the investment objective.
• Custody and Security Risks [high — operational]: The Trust's Sui holdings will be held by Coinbase Custody Trust Company, LLC. While a reputable custodian, there remains a risk of unauthorized access, theft, or loss of private keys, which could result in the loss of the Trust's assets. The security of the digital assets is paramount to the Trust's operations.
• Staking Risks [medium — financial]: The Trust intends to stake some or all of its Sui to generate additional Sui. Staking involves risks, including the potential for slashing (loss of staked assets due to validator misbehavior), technical failures of staking infrastructure, and the selection of unreliable staking agents. These risks could lead to a reduction in the Trust's Sui holdings.
• Liquidity of Sui [medium — market]: The liquidity of Sui in the market may fluctuate, impacting the Trust's ability to acquire or redeem Shares efficiently. If Sui becomes illiquid, it could be difficult for the Trust to rebalance its holdings or meet redemption requests, potentially affecting the Share price.
• Reliance on Service Providers [medium — operational]: The Trust relies on various service providers, including the Sponsor (Bitwise Investment Advisers, LLC), the Custodian, and the Prime Execution Agent. Any failure or disruption in the services provided by these entities could adversely affect the Trust's operations and the value of its Shares.
• Valuation and NAV Calculation [medium — financial]: The Trust's Net Asset Value (NAV) is calculated based on the CME CF Sui — Dollar Reference Rate — New York Variant. Inaccurate or manipulated reference rates, or issues with the calculation methodology, could lead to discrepancies between the NAV and the market price of the Shares, or misrepresent the true value of the Trust's holdings.
• Speculative Nature of Investment [high — legal]: The Shares are considered speculative securities, and investing in them involves a high degree of risk. Investors may lose their entire investment. The filing explicitly states that the investment is suitable only for investors who can bear the risk of loss and who have a long-term investment horizon.

Industry Context

The digital asset ETF market is rapidly expanding, with increasing institutional interest in providing regulated access to cryptocurrencies. Competitors are offering ETFs for various digital assets, necessitating clear differentiation and robust risk management. The Sui blockchain, while newer, aims to capture market share in the high-performance Layer 1 space, positioning this ETF to tap into a specific segment of the digital asset ecosystem.

Regulatory Implications

The S-1 filing indicates a move towards regulated investment products for digital assets. However, the evolving nature of cryptocurrency regulation in the U.S. presents ongoing risks. Compliance with SEC requirements and potential future regulatory changes impacting digital assets or staking activities will be critical for the Trust's long-term viability.

What Investors Should Do

1. Thoroughly review the 'Risk Factors' section of the S-1 filing.
2. Analyze the proposed unitary management fee of 0.[XXX]%.
3. Evaluate the implications of the Trust's staking strategy.
4. Monitor the regulatory landscape for digital assets and staking.

Key Dates

• 2025-12-18: S-1 Filing Date — This is the date Bitwise Investment Advisers, LLC filed the registration statement with the SEC, marking the initial public step towards launching the Bitwise Sui ETF.

Glossary

Sui

A digital asset and the native cryptocurrency of the Sui blockchain, a Layer 1 blockchain designed for high throughput and low latency. (The underlying asset that the Bitwise Sui ETF aims to track, making its performance and characteristics central to the ETF's investment objective.)

CME CF Sui — Dollar Reference Rate — New York Variant

A benchmark rate provided by CME Group that reflects the price of Sui in U.S. dollars, used for pricing and valuation purposes. (This reference rate is crucial for the Trust's objective of tracking the value of Sui and calculating its Net Asset Value (NAV).)

Basket

A block of 10,000 Shares of the Trust, used for the creation and redemption process by Authorized Participants. (Defines the unit of trading for large-scale creation and redemption of ETF shares, impacting the ETF's operational efficiency and liquidity.)

Custodian

An entity responsible for the safekeeping of the Trust's digital assets (Sui). In this case, Coinbase Custody Trust Company, LLC. (Ensures the security and integrity of the Trust's Sui holdings, a critical operational function for a digital asset ETF.)

Staking

The process of actively participating in transaction validation on a proof-of-stake blockchain (like Sui) to earn rewards in the form of additional cryptocurrency. (The Trust's intention to stake Sui introduces a potential source of yield but also associated risks, impacting the overall investment strategy and risk profile.)

Seed Capital Investor

An entity that provides initial funding or purchases initial shares of the ETF to facilitate its launch and provide early liquidity. (Bitwise Asset Management, Inc. acting as this investor helps ensure the ETF has initial capital and trading activity upon launch.)

Unitary Management Fee

A single, all-inclusive annual fee charged by the ETF sponsor on the Trust's assets under management. (This fee directly impacts the ETF's performance by reducing the returns passed on to investors.)

S-1 Filing

A registration statement filed with the U.S. Securities and Exchange Commission (SEC) by companies planning to offer securities to the public. (This document provides comprehensive details about the ETF's structure, investment strategy, risks, and fees, serving as the primary disclosure document for potential investors.)

Year-Over-Year Comparison

This is the initial S-1 filing for the Bitwise Sui ETF, therefore, there is no previous filing to compare key metrics against. All information presented is new and represents the proposed structure, strategy, and risk disclosures for this specific exchange-traded product.

Key Financial Figures

• $1.235 billion — uo; upon the earliest of (i) its having $1.235 billion or more in annual revenues, (ii) at lea
• $700 million — more in annual revenues, (ii) at least $700 million in market value of Shares being held by
• $1.0 billion — affiliates, (iii) its issuing more than $1.0 billion of non-convertible debt over a three-ye

Filing Documents

• ea0270144-s1_bitwise.htm (S-1) — 1447KB
• ea027014401ex3-1_bitwise.htm (EX-3.1) — 23KB
• ea027014401ex3-2_bitwise.htm (EX-3.2) — 3KB
• ea027014401ex-fee_bitwise.htm (EX-FILING FEES) — 12KB
• ex3-2_001.jpg (GRAPHIC) — 128KB
• ex3-2_002.jpg (GRAPHIC) — 197KB
• 0001213900-25-123107.txt ( ) — 1972KB
• ea027014401ex-fee_bitwise_htm.xml (XML) — 3KB

Risk Factors

Risk Factors 12 SUI, SUI MARKET AND REGULATION OF SUI 66 THE TRUST AND SUI PRICES 72 staking 77 Calculation of NAV 80 ADDITIONAL INFORMATION ABOUT THE TRUST 82 The Trust’s Service Providers 88 Custody of the Trust’s Assets 90 THE PRIME EXECUTION AGENT AND the TRADE CREDIT LENDER 92 Form of Shares 98 Transfer of Shares 99 SEED CAPITAL INVESTOR 99 Plan of Distribution 99 Creation and Redemption of Shares 101

Use of Proceeds

Use of Proceeds 107 107 Conflicts of Interest 107 FIDUCIARY AND REGULATORY DUTIES AND OBLIGATIONS OF THE SPONSOR 109 Liability and Indemnification 110 Provisions of Law 112 Management; Voting by Shareholders 113 Meetings 113 Books and Records 113 113 Fiscal Year 113 GOVERNING LAW; CONSENT TO DELAWARE JURISDICTION 114 Legal Matters 114 Experts 114 Material Contracts 114 i UNITED STATES FEDERAL INCOME TAX CONSEQUENCES 122 Purchases By Employee Benefit Plans 128 Information You Should Know 129 SUMMARY OF PROMOTIONAL AND SALES MATERIAL 129 Intellectual Property 130 Where You Can Find More Information 130 Privacy Policy 130 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 131 132 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. The Trust and the Sponsor have not 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. This Prospectus is not an offer to sell the Shares in any jurisdiction where the offer or sale of the Shares is not permitted. The Shares are not registered for public sale in any jurisdiction other than the United States. 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. ii REGARDING FO

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