SecProbe.io

July 1, 2024
Michael Novogratz
Chief Executive Officer
Galaxy Digital Inc.
300 Vesey Street
New York, NY 10282
Re:Galaxy Digital Inc.
Amendment No. 4 to Registration Statement on Form S-4
Filed May 13, 2024
File No. 333-262378
Dear Michael Novogratz:
            We have reviewed your amended registration statement and have the following
comments.
            Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe a comment applies to your facts and circumstances
or do not believe an amendment is appropriate, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information you
provide in response to this letter, we may have additional comments. Unless we note otherwise,
any references to prior comments are to comments in our April 16, 2024 letter.
Amendment No. 4 to Registration Statement on Form S-4
General
1.Please note that we continue to consider your accounting policies and disclosure detailed
in your prior responses and may have further comments.
Prospectus Summary
Summary of Historical Financial Data, page 44
2.We note your response to prior comment 12.  We note your removal of Gross Profit
(Loss) throughout the document except in the Summary of Historical Financial Data.
Please remove from your next amendment, or advise otherwise.

July 1, 2024
Page 2
Risk Factors
Risks Related to Cryptocurrencies and Digital Assets
If the digital asset award for mining blocks and transaction fees for recording transactions, page
90
3.Please revise your disclosure to discuss the geographic locations of your mining
operations, any State-specific regulatory requirements in those areas, and any material
impacts of these regulations on your operations.
Any inability to maintain adequate relationships with affiliates, page 96
4.We note that you have in the past held accounts at Silvergate Bank and Signature Bank.
Please revise to discuss any material impacts of these past accounts and banking
relationships on your operations or financial condition.
Management's Discussion and Analysis of Financial Condition and Results of Operations
Critical Accounting Policies and Estimates
Fair Value Measurements, page 181
5.From disclosure in Note 11 beginning on page F-37 we note a 114% increase in Level 3
investments from $170.5 million at December 31, 2022 to $364.6 million at December 31,
2023. We also note that at December 31, 2023 these investments represent 10% of total
assets and that you added disclosure in your policy note on page F-20 that your reported
fair value estimates could vary materially if different unobservable pricing inputs and
other assumptions were used. Please revise your critical accounting policy estimates
disclosure to provide a sensitivity analysis for depicting the impact of applying reasonably
likely changes in pricing inputs and other assumptions. Otherwise tell us why such
disclosure is not required in light of your added policy note disclosure referred to above.
See Item 303(b)(3) of Regulation S-K and Section V of Release No. 33-8350.
Results of Operations
Year Ended December 31, 2023 Compared to Year Ended December 31, 2022, page 184
6.We acknowledge your response to prior comment 5 and your revised disclosure on page
185. Please revise your disclosure to explain why you wound down the operations of
Quantitative Principal Trading during the fourth quarter of 2023 or tell us where you
disclosed the reason in your filing.
We acknowledge your response and revised disclosure related to prior comment 6 and
believe that the lack of comparability between 2023 and 2022 due to the adoption of ASU
2023-08 in 2023 necessitates more, not less, granular discussion as previously requested.
In addition, your 2022 versus 2021 discussion, which is on a comparable basis, would
benefit from more granular disclosure. Your current disclosure of percentage changes in
bitcoin and ether prices does not provide investors with information regarding the
components of the gains/losses recorded. As a result, please revise your disclosure to
detail your gains/losses by business activity (for example, change in fair value of digital
intangible assets under ASC 2023-08 in 2023, change in fair value and realized
gains/losses on sale of digital financial assets, gains/losses associated with lending
activities, gains/losses associated with borrowing activities, gains/losses on posting in
DeFi transactions, etc.) and discuss the causes for significant variations considering the 7.

July 1, 2024
Page 3
price versus volume guidance in Item 303(b)(2)(iii) of Regulation S-K.
Information About Galaxy
Our Products and Services
Global Markets, page 207
8.We note your revised disclosure that "GPL customers may be approved to trade additional
digital assets so long as those digital assets are approved with “No Restrictions” for
Galaxy’s broader Trading counterparties."  Please revise your disclosure to clarify under
what circumstances GPL customers may be approved to trade additional digital assets and
if any GPL customers have been approved to trade crypto assets other than those
identified in the "GPL" column in the chart beginning on page 210.
Expansion of Cryptocurrency Universe, page 220
9.Please revise the narrative discussion regarding the charts on pages 222, 224 and 225 to
balance the disclosure, including by discussing the decrease since 2022.
The Cryptoeconomy
Transaction on DeFi, page 225
10.We note your response to prior comment 10 and re-issue in part. Please revise your
disclosure to:
•Describe "liquid staking";
•Discuss whether you hold any interest in the AMMs and decentralized exchanges;
and
•Quantify your aggregate transactions on DeFi protocols. In this regard, we note that
you limit your exposure to individual liquidity pools to a defined percentage of the
liquidity pool TVL.
Our Business Model
DrawBridge Lending, page 232
11.We note your response to prior comment 4. Please revise your disclosure to include your
response, and disclose the costs and risks related to the operation of a staking program,
and whether the CPO participates in staking of tokens other than Solana.
ESG Program Oversight, page 236
12.Please revise your chart on page 237 to enlarge the footnotes so they are legible.  Please
make similar changes throughout as applicable.
Notes to Consolidated Financial Statements
Note 2. Significant Accounting Policies
Revenues and Gains / (Losses) from Operations
Hosting fees, page F-13
We note that your hosting arrangements have a variable fee component and that this
component is dependent upon the amount of bitcoin mined by the customers' mining
equipment and any power curtailment credit shared with the customer. Please summarize
for us the significant terms of your hosting arrangements including, but not limited to:13.

July 1, 2024
Page 4
•how variable consideration is derived;
•whether this variable consideration is paid in cash or bitcoin; and
•who determines on which mining pool(s) to mine, when that determination is first
made and when/how often it can be changed.
In your response, tell us the components of the $24.3 million of hosting fee revenue in
2023 as disclosed on page 185 between fixed fees, variable fees attributed to bitcoin
mined and variable fees associated with power curtailment credits.
Proprietary mining, page F-13
14.We note your response to prior comment 14. Please address the following:
•We note your statement in the second bullet of your response that "the customer does
not, in fact, have the unilateral right (option) to renew Galaxy's services." This
statement appears inconsistent with your policy disclosure that the arrangement with
the mining pool operator can be terminated by either party without penalty or prior
notice. If the pool operator can terminate the arrangement without penalty and
without notice, tell us why it does not have the unilateral right to renew your services.
See Question 8 of the FASB Revenue Recognition Implementation Q&As (Q&A 8)
which indicates that the customer's termination rights can be similar to renewal
options.
•Assuming you conclude that the customer has the right to terminate the contract at
any time without penalty and that this termination right results in a contract that the
customer continually renews, revise your disclosure to specifically indicate that the
customer's renewal right does not represent a material right because, consistent with
your response, the contract renews at fair value (i.e., there is no discount) and link this
statement to your conclusion that you have only one performance obligation. Also,
specifically indicate that the contract term is less than 24 hours. Otherwise, consistent
with the guidance in Q&A 8, tell us why your contract for accounting purposes is not
longer than a day and tell us the date of contract inception for purposes of valuing all
your bitcoin received under ASC 606-10-32-21.
•As the date of receipt of bitcoin appears to be the day after you performed services
under a continuously renewed contract and as ASC 606-10-32-21 requires noncash
consideration to be valued on the date of contract inception and as you represent that
the difference is immaterial, please revise your accounting policy to one that is GAAP
compliant. In this regard, going forward, select a single spot price or daily average
price on the date of contract inception that is consistently applied.
•Revise your policy note, if true, to indicate that revenue is recognized on the same
day that control of the contracted service transfers to the mining pool operator, which
is the same date as contract inception.
Digital Assets, page F-15
At the top of page F-16 you disclose that some stablecoins meet the scope requirement of
ASC 350-60 and are digital intangible assets measured at fair value. For these stablecoins,
please tell us:
•which stablecoins you account for as ASC 350-60 assets;15.

July 1, 2024
Page 5
•the amount of each such stablecoin held at adoption of ASC 350-60 and on December
31, 2023; and
•why each such stablecoin does not represent an enforceable right to or claim on other
assets as stipulated in ASC 350-60-15-1b.
Digital assets associated with decentralized finance protocols, page F-16
16.On page F-17 you disclose that protocol-specific digital assets from decentralized finance
protocols do not meet the scope requirements of ASC 350-60 and are measured at cost
less accumulated impairment. Please revise your disclosure to indicate that you do not
apply ASC 350-60, in part, because these assets provide you with enforceable rights to or
claims on other assets. See ASC 235-10-50-3 that requires the disclosure of important
judgments regarding the application of accounting policies.
Digital Assets Loan Receivable, page F-17
17.We note that your policy states on page F-18 that “The borrowing fee is recognized over
the life of the loan and is included in Revenue in the Company’s consolidated statements
of operations.” Please explain to us what authoritative literature you use to recognize such
fees, including specifically the literature used to support recognition of borrowing fees
over the life of the loans. In your response, please discuss your determination of the life of
loans with no prespecified maturity date and when borrowing fee income is recognized
and measured for such loans.
Note 4. Digital Assets, page F-27
18.We acknowledge your response to prior comment 15 and your disclosure in footnote (2)
to the table on page F-28. Please address the following:
•Tell us why you include third party lenders in footnote (2) when it appears that:
ocollateral posted with counterparties that have the right to rehypothecate are
included in digital assets posted as collateral and are not included in the table;
and
ocollateral posted with counterparties that do not have the right to rehypothecate
are presented as separate line item in the table and are accompanied only by
footnote (3).
•Although individual assets underlying digital assets held on trading platforms may not
be restricted from sale if there are sufficient assets on the platform to support
borrowings, the overall encumbrance of assets on these platforms is unclear, In this
regard, it is unclear whether margin loans must be supported by qualifying assets on a
one-for-one basis or some other basis. Tell us your consideration for separately
disclosing the overall encumbrances for each of assets held on trading platforms and
receipt tokens from decentralized finance protocols in addition to the amounts of
borrowings that these assets support.
On page F-29 you indicate that some of the $39.8 million of other digital assets associated
with decentralized finance protocols at December 31, 2023 represent digital assets in
smart contracts that do not issue receipt tokens and that you maintain control of the
"unwrapped" token. Regarding these unwrapped tokens, please tell us:19.

July 1, 2024
Page 6
•how much of the $39.8 million represents unwrapped tokens;
•the average volume of these tokens held during each period presented in your
financial statements; and
•the amount of any revenue associated with these tokens during each period presented
in your financial statements.
20.We note your added footnote to the table depicting significant digital asset holdings at
December 31, 2022 on page F-31. Please tell us the amount of wrapped tokens included in
the amounts shown for each of bitcoin, USDC, USDT and ether.
            Please contact David Irving at 202-551-3321 or Mark Brunhofer at 202-551-3638 if you
have questions regarding comments on the financial statements and related matters. Please
contact Lulu Cheng at 202-551-3811 or Sandra Hunter Berkheimer at 202-551-3758 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Crypto Assets
cc:Joseph A. Hall