Grayscale Investments Sponsors, LLC has filed Amendment No. 1 to its Form S-3 registration statement for the Grayscale Litecoin Trust, moving the closed-end vehicle a step closer to a full exchange listing on NYSE Arca under the proposed symbol LTCN.
The preliminary prospectus, marked subject to completion and dated September 11, 2026, updates a September 2025 registration and states the sponsor intends to rename the product Grayscale Litecoin Trust ETF if the filing becomes effective and shares are approved for listing.
The amendment was submitted to the U.S. Securities and Exchange Commission (SEC) on September 11, 2026, under registration number 333-290130 and accession number 0001193125-26-389256. The registrant, a Delaware statutory trust with Central Index Key (CIK) 0001732406, filed the offering as a delayed or continuous offering under Rule 415 of the Securities Act of 1933.
The document states the trust will delay effectiveness until a further amendment is filed or the SEC determines an effective date under Section 8(a) of the Act.
The official Litecoin account acknowledged the filing on X at 22:26 GMT on September 12, 2026, with a brief caption reading “Definitely something.” alongside an image of the amendment’s first page. The post did not add operational detail.
What the Amendment Says
As of the filing date, the product’s legal name remains Grayscale Litecoin Trust (LTC). Upon effectiveness of the registration statement and listing of shares on NYSE Arca, Inc., the sponsor intends to rename the trust Grayscale Litecoin Trust ETF by filing a Certificate of Amendment with the Delaware Secretary of State.
The proposed ticker is LTCN and the Committee on Uniform Securities Identification Procedures (CUSIP) identifier is 38963W104. The trust would register an indeterminate number of shares for continuous issuance.
The trust’s investment objective is for the value of each share, based on Litecoin (LTC) per share, to reflect the value of the Litecoin held by the trust as measured by the CoinDesk Litecoin Benchmark Rate, defined in the filing as the Index Price. That reference is calculated at 4:00 p.m. New York time on each business day, net of expenses and other liabilities.
The Index Price is described as a non-generally accepted accounting principles (non-GAAP) measure and is not used in the trust’s audited financial statements. The vehicle is not registered under the Investment Company Act of 1940, and the sponsor has stated it does not treat the trust as a commodity pool under the Commodity Exchange Act.
Listing Path Still Hinges on 19b-4 Approval
NYSE Arca filed a Rule 19b-4 application with the SEC on January 24, 2025, to list the shares. As of the September 11 amendment, the SEC has not approved that application. The trust says it will not seek effectiveness of the S-3, and no offering under the statement will occur, unless the 19b-4 is approved or the trust determines such approval is no longer necessary. The prospectus assumes the 19b-4 is approved, or that generic listing standards later permit listing on NYSE Arca.
This tracks the broader September 2025 filing cluster in which Grayscale submitted parallel S-1 and S-3 statements for its Litecoin, Hedera and Bitcoin Cash products. The SEC had earlier delayed a decision on the Litecoin listing proposal in May 2025 and opened a public comment window, extending a review that began after Grayscale and CoinShares filed for Litecoin and XRP products in January 2025.
Structure, Custody and Service Providers
Creations and redemptions would occur in baskets of 10,000 shares. The trust currently has the ability to use cash orders processed through unaffiliated liquidity providers. In-kind creations and redemptions with authorized participants would require separate NYSE Arca regulatory approval, and the filing states there is no assurance such approval will be sought or obtained.
Coinbase, Inc. is named as prime broker. Coinbase Custody Trust Company, LLC serves as custodian of the trust’s Litecoin holdings. The Bank of New York Mellon (BNY Mellon) is listed as transfer agent and administrator, and CSC Delaware Trust Company acts as trustee. Legal counsel of record is Hillary A. Coleman and Dennis Chu of Davis Polk & Wardwell LLP.
The amendment was signed for the sponsor by Kathryn Masci, Member of the Board of Managers and Interim Chief Financial Officer, in Stamford, Connecticut, on September 11, 2026.
Balance Sheet Backdrop From the 10-K
The amendment incorporates by reference the Annual Report on Form 10-K for the fiscal year ended June 30, 2026, filed on September 3, 2026, along with subsequent Form 8-K reports.
That 10-K disclosed net assets of $82.3 million as of June 30, 2026, down from $175.9 million a year earlier, a 53% year-over-year decline that the trust attributes primarily to Litecoin price depreciation from $87.11 per LTC on June 30, 2025 to $41.80 per LTC on June 30, 2026. Shares issued and outstanding stood at 24,252,100, with a Principal Market Net Asset Value (NAV) per share of $3.39. Principal Market NAV as restated in the S-3/A was $82,306,589.
Shares have traded on OTC Markets under the ticker LTCN since August 18, 2020. As of the 10-K reporting date, the September 2025 S-3 had not been declared effective, and new shares were being offered only through private placements. That structure is central to the well-documented premium and discount behaviour of LTCN against its underlying NAV, a spread that our team flagged in May 2025 coverage of the LTCN conversion calendar, when the ticker was trading at a roughly 6% discount. That gap was substantially closed after Canary Capital Group, LLC brought a competing spot Litecoin exchange-traded fund (ETF), ticker LTCC, live on Nasdaq on October 28, 2025.
What the Filing Does Not Do
The amendment is not SEC approval of a spot Litecoin ETF. It is not a listing. It is not an effective public offering. Effectiveness remains conditioned on further SEC action and on the unresolved 19b-4 path, or a later determination that separate listing-rule approval is not required. Historical premiums and discounts to NAV on the OTC-traded shares are not a forecast of post-listing trading behaviour.
Litecoin changed hands at $54.01 on Sunday, according to CoinGecko data retrieved September 13, 2026. The token ranked 25th by market capitalization at $4.189 billion, with a 24-hour range of $52.90 to $54.24 and 24-hour volume of $196.358 million.
Circulating supply stood at 77.599 million LTC against a maximum supply of 84 million. The 24-hour move was 0.1%. Those figures describe the spot market at the time of writing. They are not presented as a reaction to the September 11 amendment.
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