Grayscale Horizen Trust (ZEN) Reports Unregistered Equity Sales

TL;DR

ZEN filed an 8-K for unregistered equity sales on Jan 15th.

AI Summary

On January 15, 2025, Grayscale Horizen Trust (ZEN) filed an 8-K report detailing unregistered sales of equity securities. The filing, submitted on January 21, 2025, indicates a transaction related to the trust's operations. Specific details regarding the nature and volume of these unregistered sales were not elaborated upon in the provided excerpt.

Why It Matters

This filing signals potential changes in the trust's equity structure or investor base, which could impact the availability and trading of ZEN shares.

Risk Assessment

Risk Level: medium — Unregistered sales can sometimes indicate regulatory scrutiny or complex financial maneuvers that carry inherent risks.

Key Players & Entities

• Grayscale Horizen Trust (ZEN) (company) — Registrant
• January 15, 2025 (date) — Date of earliest event reported
• January 21, 2025 (date) — Filing date
• 290 Harbor Drive, 4th Floor, Stamford, Connecticut 06902 (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $240,402 — gate of 9,274.58917910 ZEN representing $240,402. Grayscale Securities, LLC ("Grayscale

Filing Documents

• hzen-20250115.htm (8-K) — 46KB
• 0000950170-25-007213.txt ( ) — 162KB
• hzen-20250115.xsd (EX-101.SCH) — 28KB
• hzen-20250115_htm.xml (XML) — 5KB

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities. Since the sales reported on the most recently filed Current Report on Form 8-K by Grayscale Horizen Trust (ZEN) (the "Trust"), the Trust issued 108,900 Shares at varying prices determined by reference to its NAV per Share to selected "accredited investors," within the meaning of Rule 501 of Regulation D under the Securities Act of 1933, as amended (the "Securities Act"), in private placement transactions exempt from the registration requirements of the Securities Act pursuant to Rule 506(c) thereunder for an aggregate of 9,274.58917910 ZEN representing $240,402. Grayscale Securities, LLC ("Grayscale Securities") acted as the Authorized Participant with respect to these distributions. As a result, there are 10,512,100 Shares issued and outstanding as of January 21, 2025. Because Shares have been, and continue to be, created and issued on a periodic basis, a "distribution," as such term is used in the Securities Act, may be occurring from time to time. As a result, Grayscale Securities, as Authorized Participant facilitating the creation of Shares and as distributor and marketer, may be deemed an "underwriter" under Section 2(a)(11) of the Securities Act. No underwriting discounts or commissions were paid to Grayscale Securities with respect to such sales.

SIGNATURES

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 Operating, LLC as Sponsor of Grayscale Horizen Trust (ZEN) Date: January 21, 2025 By: /s/ Edward McGee Edward McGee Chief Financial Officer* * The Registrant is a trust and the identified person signing this report is signing in their capacity as an authorized officer of Grayscale Operating, LLC, the Sponsor of the Registrant.

View Full Filing

View this 8-K filing on SEC EDGAR