New Listing Registration (Form 8-A12B)

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

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) or (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

Grayscale CoinDesk Crypto 5 ETF*

(Exact name of Registrant as Specified in Its Charter)

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box. ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ☐

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐

Securities Act registration statement or Regulation A offering statement file number to which this form relates:

333-286293

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

None

(Title of class)

* On September 18, 2025, the Registrant changed its name from "Grayscale Digital Large Cap Fund LLC" to "Grayscale CoinDesk Crypto 5 ETF."

Item 1. Description of Registrant's Securities to be Registered.

A description of the equal, fractional, undivided interests in the profits, losses, distributions, capital and assets of, and ownership of Grayscale CoinDesk Crypto 5 ETF (the "Fund"), which represent ownership in the Fund, is contained under the heading "Description of the Shares" in the prospectus that forms part of the Fund's Registration Statement on Form S-3, as filed with the Securities and Exchange Commission (the "SEC") on September 18, 2025 (File No. 333-286293), which is incorporated herein by reference. Any amendment or supplement to such registration statement subsequently filed with the SEC, including any prospectus relating thereto filed subsequently pursuant to Rule 424(b) of the Securities Act of 1933, as amended, is hereby also incorporated herein by reference.

Item 2. Exhibits.

Under the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on NYSE Arca, Inc. and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

* 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.