Grayscale Investments assumes manager role; GDLC operations unchanged

Rhea-AI Filing Summary

Grayscale CoinDesk Crypto 5 ETF (GDLC) reported an internal reorganization of its manager’s corporate structure. On October 22, 2025, Grayscale Investments, Inc. became the sole managing member of Grayscale Operating, LLC, which is the sole member of Grayscale Investments Sponsors, LLC, the Fund’s Manager.

DCG Grayscale Holdco, LLC elected a board at Grayscale Investments comprised of Barry Silbert (Chairperson), Mark Shifke, Simon Koster, Peter Mintzberg, and Edward McGee, the same individuals who served on the prior board. The Fund stated it does not expect any material impact on operations from this change.

Insights

Corporate governance analyst

Internal manager reorg; governance continuity, operational impact minimal.

The filing describes a managerial chain realignment placing Grayscale Investments, Inc. as the sole managing member over the entities that manage GDLC. Control remains within the Digital Currency Group structure, preserving oversight continuity.

The board of Grayscale Investments mirrors the prior governing body, signaling stability in decision-making. The Fund explicitly states it does not expect a material impact on operations, framing this as an administrative change rather than a strategic shift.

Key items are the effective date October 22, 2025 and the unchanged director slate, which together suggest continuity. Any future implications would stem from subsequent policy or operational updates, which are not indicated here.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Understanding 8-K Material Events →

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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): October 22, 2025

Grayscale CoinDesk Crypto 5 ETF

(Exact name of Registrant as Specified in Its Charter)

Cayman Islands			001-42855	98-1406784
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
c/o Grayscale Investments Sponsors, 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

Grayscale Digital Large Cap Fund LLC

(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(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Grayscale CoinDesk Crypto 5 ETF Shares		GDLC		NYSE Arca, Inc.

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.

Corporate Reorganization of the Manager

On October 22, 2025, GSO Intermediate Holdings Corporation (“GSOIH”), a Delaware corporation which was the sole managing member of Grayscale Operating, LLC (“GSO”), a Delaware limited liability company which is the sole member of Grayscale Investments Sponsors, LLC (“GSIS” or the “Manager”), the manager of the registrant (the “Fund”), consummated an internal corporate reorganization (the “Reorganization”). Pursuant to the Reorganization, GSOIH transferred a portion of its common membership units of GSO for Class A shares of Grayscale Investments, Inc. (“Grayscale Investments”), a Delaware corporation incorporated in connection with the Reorganization, and ceded its managing member rights in GSO to Grayscale Investments. As a result of the Reorganization, Grayscale Investments is now the sole managing member of GSO, the sole member of the Manager.

Also in connection with the Reorganization, on October 22, 2025, DCG Grayscale Holdco, LLC (“DCG Holdco”), the sole stockholder of Grayscale Investments, elected a board of directors (the “Board”) at Grayscale Investments. Prior to the Reorganization, GSOIH’s board of directors was responsible for managing and directing the affairs of the Manager. As a result of the Reorganization, the Board of Grayscale Investments is responsible for managing and directing the affairs of the Manager, and consists of Barry Silbert, Mark Shifke, Simon Koster, Peter Mintzberg and Edward McGee, the same members as the board of directors of GSOIH prior to the Reorganization. Mr. Mintzberg and Mr. McGee also retain the authority granted to them as officers of the Manager under the limited liability company agreement of the Manager. Mr. Silbert is the Chairperson of the Board of Grayscale Investments.

DCG Holdco, Grayscale Investments, GSOIH, GSO and GSIS are all consolidated subsidiaries of Digital Currency Group, Inc.

We do not expect the Reorganization to have any material impact on the operations of the Fund.

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 Sponsors, LLC, as Manager of Grayscale CoinDesk Crypto 5 ETF
Date:	October 24, 2025	By:	/s/ Edward McGee
			Name: Edward McGee Title: Chief Financial Officer*

* The Registrant is a fund and the identified person signing this report is signing in their capacity as an authorized officer of Grayscale Investments Sponsors, LLC, the Manager of the Registrant.

FAQ

What did GDLC disclose in its 8-K?

An internal reorganization made Grayscale Investments, Inc. the sole managing member of the entity that manages GDLC.

Will the reorganization affect GDLC’s operations?

The Fund stated it does not expect any material impact on operations.

Who serves on the new board overseeing the Manager for GDLC?

The board includes Barry Silbert (Chairperson), Mark Shifke, Simon Koster, Peter Mintzberg, and Edward McGee.

Is GDLC still part of the Digital Currency Group structure?

Yes. The related entities remain consolidated subsidiaries of Digital Currency Group, Inc.

What is GDLC’s trading symbol and exchange?

GDLC trades on NYSE Arca under the symbol GDLC.

When did the reorganization take effect?

It took effect on October 22, 2025.