Grayscale Near Trust is a passive investment vehicle that provides exposure to NEAR tokens, the native asset of the Near Protocol blockchain. The trust holds NEAR on behalf of investors, enabling institutional and accredited investors to access the digital asset through brokerage accounts without the need for direct custody. Near Protocol operates as a proof-of-stake layer-1 blockchain supporting decentralized applications and smart contracts. The protocol utilizes Nightshade, a sharding mechanism for high transaction throughput, and Doomslug, a consensus mechanism for rapid block finality. The trust generates revenue through a sponsor’s fee, which accrues daily as a percentage of NAV and is paid by transferring NEAR from the trust to the sponsor. This arrangement results in a gradual reduction of the NEAR amount associated with each share over time. While the trust may eventually stake its tokens to generate rewards and offset these fees, it is currently prohibited from doing so until it receives specific tax guidance. The trust intends to list its shares on NYSE Arca to facilitate a creation and redemption mechanism, which would allow shares to trade more closely to its NAV.