- Grayscale Investments has filed an S-1 to go public, listing its Class A shares on the NYSE under the ticker “GRAY.”
- The IPO is a strategic “public access, private control” move, using a dual-class share structure that gives parent company DCG 10-vote Class B shares, ensuring it retains majority control.
- Morgan Stanley and BofA will lead the offering, which includes a “directed share program” for existing GBTC and ETHE investors.
Grayscale Investments, Inc., one of the world’s largest digital asset managers, has formally filed a registration statement (Form S-1) with the U.S. Securities and Exchange Commission (SEC) to go public on the New York Stock Exchange (NYSE). The company’s Class A shares will trade under the symbol GRAY, marking one of the most anticipated public listings in the digital asset industry’s history.
According to the official SEC filing, the IPO will adopt a dual-class share structure. Each Class A share will carry one vote and full economic rights, while Class B shares, held by parent company Digital Currency Group (DCG), will have ten votes but no economic rights. This setup ensures DCG retains decisive control post-listing, with an estimated majority voting power under NYSE’s “controlled company” exemption.
Grayscale will use the proceeds from the offering to purchase membership interests in its operating entity, Grayscale Operating, LLC, from existing pre-IPO members. The firm will function as a holding company post-offering through an Up-C structure, a model allowing existing members to exchange their holdings for publicly traded shares.
The company has applied to list its shares on the NYSE, with Morgan Stanley, BofA Securities, Jefferies, and Cantor acting as lead underwriters. The filing also outlines a directed share program, reserving a portion of the offering for investors in Grayscale’s Bitcoin Trust (GBTC) and Ethereum Trust (ETHE), a strategic move aimed at integrating long-term retail and institutional investors into the public market transition.
Grayscale’s filing reveals that net income fell to $203.3 million in the first nine months of 2025, compared with $223.7 million during the same period in 2024. Total revenue declined to $318.7 million, down nearly 20%, primarily due to lower management fees amid subdued crypto market activity.
Despite these contractions, Grayscale remains a dominant force in digital asset management, overseeing approximately $35 billion in assets under management (AUM) across more than 40 investment products.
The company’s decision to proceed with an IPO aligns with stabilizing market conditions following the recent U.S. government reopening and renewed SEC review cycles. The timing also signals confidence in US regulatory stance and renewed investor appetite for crypto exposure.
By pursuing a public listing, Grayscale is positioning itself as the first major U.S.-based digital asset manager to trade on the NYSE. The dual-class structure mirrors governance frameworks seen in major tech IPOs, balancing access to public capital with founder and parent-company control.
Parent company DCG, led by Barry Silbert, will maintain majority control after the IPO, directing corporate governance and long-term strategy while giving investors public exposure to the firm’s extensive digital asset portfolio.
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Source: https://coinedition.com/grayscale-lists-gray-on-nyse-to-raise-capital-while-dcg-retains-control/
