GRAYSCALE LITECOIN TRUST (LTC) : Changes in Registrant’s Certifying Accountant, Financial Statements and Exhibits (form 8-K)

Item 4.01 Changes in Registrant’s Certifying Accountant.

Grayscale Investments, LLC, the sponsor (the “Sponsor”) of Grayscale Litecoin
Trust (LTC) (the “Trust”) was notified that the audit practice of Friedman LLP,
the Trust’s independent registered public accounting firm (“Friedman”), was
combined with Marcum LLP (“Marcum”) effective September 1, 2022. On September
27, 2022, the Audit Committee of the Board of Directors of the Sponsor approved
the dismissal of Friedman and the engagement of Marcum to serve as the
independent registered public accounting firm of the Trust. The services
previously provided by Friedman will now be provided by Marcum.

The reports of Friedman on the financial statements of the Trust for the years
ended June 30, 2022 and 2021 contained no adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principle, except for the inclusion of an emphasis of matter
paragraph with respect to investments in digital assets. In connection with its
audits of the years ended June 30, 2022 and 2021 and reviews of the Trust’s
financial statements through September 27, 2022, there were no disagreements
with Friedman on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of Friedman, would have caused them to make
reference thereto in their report on the financial statements for such years.

The Sponsor has furnished to Friedman the statements made in this Item 4.01.
Attached as Exhibit 16.1 to this Form 8-K is Friedman’s letter to the Securities
and Exchange Commission (the “SEC”), dated September 29, 2022 regarding these
statements.

During the two most recent fiscal years and through September 27, 2022, the
Trust has not consulted with Marcum on any matter that (i) involved the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
the Trust’s financial statements, in each case where a written report was
provided or oral advice was provided that Marcum concluded was an important
factor considered by the Trust in reaching a decision as to the accounting,
auditing or financial reporting issue; or (ii) was either the subject of a
disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K
(“Regulation S-K”) promulgated by the SEC and the related instructions to Item
304 of Regulation S-K, or a “reportable event,” as described in Item
304(a)(1)(v) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.                                 Description

16.1            Letter, dated September 29, 2022 from Friedman LLP to the SEC,
              regarding change in certifying accountant of the Company
104           Cover Page Interactive Data File (the cover page XBRL tags are embedded
              within the inline XBRL document)

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