VanEck Merk Gold ETF (OUNZ) risk factors, FY2026 10-K

RISKS RELATED TO GOLD

1. 01The Value of Your Shares is Directly Related to the Price of Gold
2. 02The international gold market has experienced historically high trading prices in recent years. Because there can be no assurance that this historically high trading price of gold will be sustained, there could be significant decreases in the value of net assets and the NAV of the Trust
3. 03Physical gold allocated to the Trust in connection with the creation of a Basket may not meet the standards of a London Bar and, if a Basket is issued against such gold, the Trust may suffer a loss
4. 04Because gold in the Trust is valued at the price of gold independent of location and type of gold, the value of gold in the Trust is limited to the price of gold multiplied by the Fine Ounce content of the gold
5. 05As of the Index Change Date, the Trustee values the gold held by the Trust based on the Solactive Index, which is described under “Business – Valuation of Gold and Computation of Net Asset Value”. The Trustee also uses the Solactive Index to determine the NAV per Share
6. 06Future governmental decisions may have significant impact on the price of gold, which may result in a significant decrease or increase in the value of the net assets and the NAV of the Trust
7. 07Because the Trust invests only in gold, an investment in the Trust may be more volatile than an investment in a more broadly diversified portfolio
8. 08Gold owned by the Trust may be subject to loss, damage, theft or restriction on access
9. 09In the event the Trust’s gold is lost, damaged, stolen or destroyed, recovery may be limited to the market value of the gold at the time the loss is discovered, which may negatively affect the value of net assets of the Trust
10. 10There is a risk that the Bank of England may experience delays in delivering gold during periods of high demand. If market participants providing liquidity in the London gold market (commonly known as clearing banks) hold gold in the Bank of England’s vaults, such delays could have broader market repercussions

RISKS RELATED TO SHARES

1. 11Substantial sales of gold by central banks, governmental agencies and multi-lateral institutions could adversely affect an investment in the Shares
2. 12Trust Shares may trade at NAV or at a price that is above or below NAV. Any discount or premium in the trading price relative to the NAV per Share may widen as a result of the different trading hours of NYSE Arca and other exchanges
3. 13The lack of an active trading market for the Shares may result in losses on your investment at the time of disposition of your Shares
4. 14The Trust does not actively trade gold to take advantage of short-term market fluctuations in the price of gold. An investment in the Trust will yield long-term gains only if the value of gold increases over time
5. 15The Trust May Suspend Redemptions of Baskets by Authorized Participants, which Could Affect the Market Price of the Shares
6. 16The Trust May Suspend or Reject the Surrender of Shares for Physical Gold, which Could Affect the Market Price of the Shares
7. 17The liquidity of the Shares also may be affected by substantial redemptions by Authorized Participants related to or independent of the withdrawal from participation of Authorized Participants
8. 18An investment in the Shares may be adversely affected by competition from other methods of investing in gold
9. 19The price of gold may be affected by the sale of ETVs tracking gold markets, which could negatively affect gold prices and the price and NAV of the Shares
10. 20Crises may motivate large-scale sales of gold, which could decrease the price of gold and adversely affect an investment in the Shares
11. 21Factors that May Cause a Decline in the Price of Gold
12. 22Payment of the Sponsor’s Fee in Shares and the Sale of Gold by the Trust May Cause a Decline in the Value of the Shares
13. 23The value of the Shares could decline if unanticipated operational or trading problems arise
14. 24Shareholders with large holdings may choose to terminate the Trust
15. 25An investor’s instruction to a broker-dealer to transfer Shares to the Trust in a Share Submission cannot be changed
16. 26The Custodian or a precious metals dealer will deliver physical gold to Delivery Applicants in exchange for their Shares. A delay in the delivery of physical gold to Delivery Applicants could result in losses if the price of gold declines
17. 27If the Trust suspends or rejects a surrender of Shares for gold, a Shareholder may have no alternative but to sell Shares on the open market and thus incur brokerage costs and be subject to potential tax consequences
18. 28If the process of creation and redemption of Baskets encounters any unanticipated difficulties, the possibility for arbitrage transactions intended to keep the price of the Shares closely linked to the price of gold may not exist, and as a result, the price of the Shares may fall
19. 29A Delivery Applicant that suffers loss of, or damage to, its physical gold during delivery will not be able to claim damages from the Trust, the Trustee, the Custodian, the precious metals dealer from which physical gold was obtained or the Sponsor
20. 30Counterparty risks associated with the Trust’s transactions with precious metals dealers to exchange the Trust’s gold for physical gold of different specifications may expose the Trust to potential quantity and quality deficiencies and to situations where the Trust is not be able to exchange gold for physical gold
21. 31The Trust will bear the risk of loss of the amount expected to be received in an exchange of gold in the event of the default or bankruptcy of a precious metals dealer
22. 32A Failure by a Precious Metals Dealer to Exercise Due Care with Respect to the Trust’s Gold Could Result in a Loss to the Trust
23. 33The Trust’s Ability to Recover Losses from a Precious Metals Dealer may be Limited
24. 34There is no guarantee that physical gold will be available in specified sizes, which may result in a Delivery Applicant paying higher or lower Processing fees
25. 35If a Delivery Applicant requests that physical gold be delivered to a destination that is outside the “chain of integrity,” the physical gold may need to be re-assayed, which could result in additional costs for the Delivery Applicant and potential delays in assaying the physical gold
26. 36As an investor, you will not have the rights normally associated with ownership of Shares of other types of investment vehicles. For example, you will have extremely limited voting rights in comparison to those of shareholders in traditional operating companies
27. 37Investors will not have the protections normally associated with ownership of Shares in an investment company registered under the 1940 Act or the protections afforded by the Commodity Exchange Act
28. 38The Trust may be required to terminate and liquidate at a time that is disadvantageous to investors

RISKS RELATED TO THE CUSTODY OF GOLD

1. 39The Trust’s Ability to Recover Losses from the Custodian is Limited
2. 40The limited liability of the Custodian under the agreement with the Trust and U.K. law may impair the ability of the Trust to recover losses concerning its gold and any recovery may be limited, even in the event of fraud, to the market value of the gold at the time the fraud is discovered
3. 41It May Be Difficult for the Trust to Seek Legal Redress Against the Custodian
4. 42Investors and Authorized Participants lack the right under the Custody Agreement to assert claims directly against the Custodian, which significantly limits their options for recourse
5. 43The Trust will rely on the Custodian for the safekeeping of essentially all of the Trust’s gold. As a result, failure by the Custodian to exercise due care in the safekeeping of the Trust’s gold could result in a loss to the Trust
6. 44Gold held in the Trust Unallocated Account and any Authorized Participant’s unallocated account will not be segregated from the Custodian’s assets. If the Custodian becomes insolvent, its assets may not be adequate to satisfy a claim by the Trust or any Authorized Participant
7. 45Baskets May Be Issued for More or Less Gold than Required
8. 46The value of the Shares will be adversely affected if the Trust is required to indemnify the Sponsor, the Trustee or the Custodian as contemplated in the Trust Agreement and the Custody Agreement
9. 47The gold bullion custody operations of the Custodian are not subject to specific governmental regulatory supervision

GENERAL RISK

1. 48The service providers engaged by the Trust may not carry adequate insurance to cover claims against them by the Trust, which could adversely affect the value of net assets of the Trust
2. 49The Trust as well as the Sponsor and its service providers are vulnerable to the effects of public health crises, such as the coronavirus pandemic (the “COVID-19 pandemic”)
3. 50Geopolitical events, including the ongoing and escalating conflicts in the Middle East, the continuation of the war in Ukraine and other global hostilities could disrupt and potentially impact the business activities of the Sponsor and its service providers and have an adverse effect on the Trust91% rewritten
4. 51Information system disruptions could adversely affect the Trust’s record keeping and operations