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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 2, 2023

 

 

Grayscale Digital Large Cap Fund LLC

(Exact name of Registrant as Specified in Its Charter)

 

 

Cayman Islands

000-56284

98-1406784

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

c/o Grayscale Investments, LLC

290 Harbor Drive, 4th Floor

 

Stamford, Connecticut

 

06902

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 212 668-1427

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(g) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Grayscale Digital Large Cap Fund LLC Shares

 

GDLC

 

N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

Item 8.01 Other Events.

On November 2, 2023, CoinDesk Indices, Inc. (the “Reference Rate Provider”) announced a change to the Constituent Exchanges used to calculate the Digital Asset Reference Rate for certain Fund Components of Grayscale Digital Large Cap Fund LLC (the “Fund”).

The Fund values each Fund Component it holds for operational purposes by reference to a “Digital Asset Reference Rate.” The Digital Asset Reference Rate for each Fund Component, at any time, is the Indicative Price for such Fund Component as of 4:00 p.m., New York time, on the most recent business day. The “Indicative Price” is a volume-weighted average price in U.S. dollars of a digital asset for the immediately preceding 60-minute period derived from data collected from Digital Asset Exchanges trading such Fund Component (each, a “Constituent Exchange”) selected by the Reference Rate Provider.

Prior to the changes announced on November 2, 2023, the Constituent Exchanges used to calculate the Indicative Price for each respective Fund Component were as follows:

•
Bitcoin (“BTC”): Coinbase, Kraken, and LMAX Digital
•
Ethereum (“ETH”): Coinbase, Kraken, and LMAX Digital
•
Cardano (“ADA”): Coinbase, Kraken, and Crypto.com
•
Solana (“SOL”): Coinbase, Kraken, and LMAX Digital
•
Polygon (“MATIC”): Coinbase, Kraken, and Crypto.com

Effective November 2, 2023, the Reference Rate Provider removed Kraken as a Constituent Exchange used to calculate the Indicative Price for ETH and added Crypto.com as a Constituent Exchange, due to Crypto.com exceeding Kraken in trading volume for ETH. As of the date of this current report, the Constituent Exchanges used to calculate the Indicative Price for each respective Fund Component were as follows:

•
BTC: Coinbase, Kraken, and LMAX Digital
•
ETH: Coinbase, Crypto.com, and LMAX Digital
•
ADA: Coinbase, Kraken, and Crypto.com
•
SOL: Coinbase, Kraken, and LMAX Digital
•
MATIC: Coinbase, Kraken, and Crypto.com

The Reference Rate Provider may change the trading venues that are used to calculate a Digital Asset Reference Rate, or otherwise change the way in which a Digital Asset Reference Rate is calculated, at any time. For example, the Reference Rate Provider has scheduled quarterly reviews, in which it may add or remove Constituent Exchanges that satisfy or fail the criteria described in “Item 1. Business—Overview of the Digital Asset Industry and Market—Fund Component Value—Digital Asset Reference Rates” in the Fund’s Annual Report on Form 10-K for the year ended June 30, 2023, as filed with the Securities and Exchange Commission on September 1, 2023.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

Grayscale Investments, LLC as Manager of Grayscale Digital Large Cap Fund LLC

 

 

 

 

Date:

November 7, 2023

By:

/s/ Michael Sonnenshein

 

 

 

Michael Sonnenshein
Chief Executive Officer

 

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Nov. 02, 2023
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Document Period End Date Nov. 02, 2023
Entity Registrant Name Grayscale Digital Large Cap Fund LLC
Entity Central Index Key 0001729997
Entity Emerging Growth Company true
Securities Act File Number 000-56284
Entity Incorporation, State or Country Code E9
Entity Tax Identification Number 98-1406784
Entity Address, Address Line One c/o Grayscale Investments, LLC
Entity Address, Address Line Two 290 Harbor Drive, 4th Floor
Entity Address, City or Town Stamford
Entity Address, State or Province CT
Entity Address, Postal Zip Code 06902
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Local Phone Number 668-1427
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Pre-commencement Issuer Tender Offer false
Entity Ex Transition Period false
Title of 12(g) Security Grayscale Digital Large Cap Fund LLC Shares
Trading Symbol GDLC
Grayscale Digital Large ... (QX) (USOTC:GDLC)
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