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Grayscale Zcash Trust (ZCSH) adds ETF trust amendments

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Form Type
POS EX

Rhea-AI Filing Summary

Grayscale Zcash Trust (ZEC) (symbol ZCSH) filed Post-Effective Amendment No. 1 to its Form S-3 registration statement for The Zcash ETF under Rule 462(d). The amendment is limited in scope and is being used solely to file additional exhibits to the existing registration statement.

The new exhibits are a Certificate of Amendment to the Certificate of Trust and an Amendment No. 1 to the Second Amended and Restated Declaration of Trust and Trust Agreement. The amendment states that it does not modify any provisions of Part I or Part II other than adding these exhibits and becomes effective immediately upon filing. It is signed on behalf of the registrant by officers and managers of Grayscale Investments Sponsors, LLC, including Interim Chief Financial Officer Kathryn Masci and Chief Executive Officer Peter Mintzberg.

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Registration Statement File Number 333-291800 Form S-3 for The Zcash ETF
Post-Effective Amendment Number No. 1 Amendment to the Form S-3 registration statement
Filing effectiveness rule Rule 462(d) Amendment becomes effective immediately upon filing
Exhibit 3.3 Certificate of Amendment to Certificate of Trust Additional exhibit filed with the amendment
Exhibit 4.1 Amendment No. 1 to the Second Amended and Restated Declaration of Trust and Trust Agreement Additional exhibit filed with the amendment
Signature date August 24, 2026 Date registrant caused the amendment to be signed in Stamford, Connecticut
Post-Effective Amendment regulatory
"This Post-Effective Amendment No. 1 to the Registration Statement on Form S-3"
A post-effective amendment is an official update to a securities registration document filed after that document has become effective with regulators; it corrects, adds or replaces information about the securities, the company, or an offering. Investors care because it keeps the legal record current and can change what is being sold or the rights attached to shares — like getting a revised product manual after a launch that may affect value or use.
Rule 462(d) regulatory
"being filed pursuant to Rule 462(d) under the Securities Act of 1933"
A Securities and Exchange Commission procedural rule that lets a company quickly register additional shares by re-using an already effective registration filing, rather than submitting a full new application. For investors this matters because it speeds up the issuance of more stock—similar to printing extra tickets from an approved batch—so it can increase supply, dilute existing ownership, and signal a near-term capital raise or financing plan.
Certificate of Trust regulatory
"Certificate of Amendment to Certificate of Trust"
Declaration of Trust and Trust Agreement regulatory
"Second Amended and Restated Declaration of Trust and Trust Agreement"
principal executive officer financial
"Chief Executive Officer (principal executive officer)*"
The principal executive officer is the highest-ranking manager who leads a company’s overall strategy, operations and public communication—often acting like the captain of a ship who sets direction and makes final calls. Investors watch this person because their decisions, credibility and ability to deliver results shape company performance, risk and market confidence, and changes in that role can directly affect stock value and corporate accountability.

FAQ

What did ZCSH (Grayscale Zcash Trust) file in this Post-Effective Amendment No. 1?

ZCSH filed Post-Effective Amendment No. 1 to its Form S-3 for The Zcash ETF under Rule 462(d), solely to add two exhibits to the existing registration statement: a Certificate of Amendment to the Certificate of Trust and an amendment to the Declaration of Trust and Trust Agreement.

Does this ZCSH Post-Effective Amendment change the terms of The Zcash ETF offering?

No. The amendment states it is filed solely to add exhibits and that it does not modify any provision of Part I or Part II of the existing registration statement, other than the additions to Item 16 listing the new exhibits.

Which new exhibits were added for ZCSH in this filing?

Two exhibits were added: Exhibit 3.3, a Certificate of Amendment to Certificate of Trust, and Exhibit 4.1, Amendment No. 1 to the Second Amended and Restated Declaration of Trust and Trust Agreement.

When does this ZCSH Post-Effective Amendment No. 1 become effective?

The amendment becomes effective immediately upon filing with the SEC, as permitted under Rule 462(d) of the Securities Act of 1933.

Who signed this ZCSH Post-Effective Amendment on behalf of the registrant?

Grayscale Investments Sponsors, LLC signed as sponsor of The Zcash ETF, with signatures from Kathryn Masci as Member of the Board of Managers and Interim Chief Financial Officer, Peter Mintzberg as Chief Executive Officer, and Craig Salm as Chief Legal Officer.

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Learn about SEC filing dates

 

As filed with the Securities and Exchange Commission on August 24, 2026

Registration No. 333-291800

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Post-Effective Amendment No. 1

to

FORM S-3

REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

 

The Zcash ETF

(Exact Name of Registrant as Specified in Its Charter)

Delaware

6221

82-6646113

(State or Other Jurisdiction of
Incorporation or Organization)

(Primary Standard Industrial
Classification Code Number)

(I.R.S. Employer
Identification Number)

 

c/o Grayscale Investments Sponsors, LLC
290 Harbor Drive, 4th Floor
Stamford, Connecticut 06902
(212) 668-1427

 

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

 

 

Kathryn Masci

Interim Chief Financial Officer

Grayscale Investments Sponsors, LLC
290 Harbor Drive, 4th Floor
Stamford, Connecticut 06902
(212) 668-1427

 

(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent For Service)

 

 

Copies to:

Hillary A. Coleman
Dennis Chu
Davis Polk & Wardwell LLP
450 Lexington Avenue
New York, New York 10017
(212) 450-4000

 

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box.

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

 

Non-accelerated filer

Smaller reporting company

 

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 7(a)(2)(B) of the Securities Act.

 

 


 

This post-effective amendment shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(d) under the Securities Act of 1933, as amended.

 

2


 

EXPLANATORY NOTE

This Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (File No. 333-291800) of The Zcash ETF (the “Registration Statement”) is being filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended (the “Securities Act”), solely for the purpose of filing additional exhibits to the Registration Statement. Accordingly, this Post-Effective Amendment No. 1 consists only of a facing page, this explanatory note and Part II of the Registration Statement on Form S-3 setting forth the exhibits being added to the Registration Statement. This Post- Effective Amendment No. 1 does not modify any provision of Part I or Part II of the Registration Statement other than the additions to Item 16 of Part II as set forth below. Pursuant to Rule 462(d) under the Securities Act, this Post-Effective Amendment No. 1 shall become effective immediately upon filing with the Securities and Exchange Commission.

 

 

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 16. Exhibits and Financial Statement Schedules

(a) The following additional exhibits are filed as part of this registration statement:
 

Exhibit Number

Description

3.3

Certificate of Amendment to Certificate of Trust.

4.1

Amendment No. 1 to the Second Amended and Restated Declaration of Trust and Trust Agreement.

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Stamford, Connecticut, on August 24, 2026.

 

GRAYSCALE INVESTMENTS SPONSORS, LLC

as Sponsor of The Zcash ETF

 

By:

/s/ Kathryn Masci

Name:

Kathryn Masci

Title:

Member of the Board of Managers and Interim Chief Financial Officer*

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

 

Title

 

Date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

#

 

Member of the Board of Managers

 

August 24, 2026

Peter Mintzberg

 

 

and Chief Executive Officer

(principal executive officer)*

 

 

 

 

 

 

 

 

 

 

 

 

/s/ Kathryn Masci

 

Member of the Board of Managers

 

August 24, 2026

Kathryn Masci

 

and Interim Chief Financial Officer

 

 

 

 

(principal financial and principal accounting officer)*

 

 

 

 

 

 

 

 

 

 

 

 

#

Craig Salm

 

Member of the Board of Managers and Chief Legal Officer*

 

August 24, 2026

 

 

 

 

 

 

* The Registrant is a trust and the persons are signing in their capacities as officers and managers of Grayscale Investments Sponsors, LLC, the Sponsor of the Registrant.

#/s/ Kathryn Masci

Kathryn Masci, as attorney-in-fact