Cantor Equity Partners, Inc.
21.90%
2,800,000
1865602
G4491L104
Oct 5, 2025
Oct 6, 2025, 05:12 PM
Reporting Persons (4)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Cantor EP Holdings, LLC | Other | 21.90% | 2,800,000 | 0 | 2,800,000 |
| Cantor Fitzgerald, L.P. | Partnership | 21.90% | 2,800,000 | 0 | 2,800,000 |
| CF Group Management, Inc. | CO | 21.90% | 2,800,000 | 0 | 2,800,000 |
| Brandon G. Lutnick | Individual | 21.90% | 2,800,000 | 0 | 2,800,000 |
Disclosure Items (6)
Class A Ordinary Shares, $0.0001 par value
Cantor Equity Partners, Inc.
110 East 59th Street, New York, NY, 10022
Item 3 is hereby amended and supplemented with the information in Item 4 responsive hereto, which is incorporated by reference herein.
Item 5(a) is hereby amended and restated as follows: The aggregate number and percentage of Ordinary Shares beneficially owned by each of the Reporting Persons is on the basis of a total of 12,800,000 Ordinary Shares, including 10,300,000 Class A Ordinary Shares and 2,500,000 Class B Ordinary Shares, issued and outstanding as of August 14, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q filed by the Issuer with the SEC on August 14, 2025. As of the date hereof, the Sponsor directly owns 300,000 Class A Ordinary Shares and 2,500,000 Class B Ordinary Shares, which Class B Ordinary Shares are automatically convertible into Class A Ordinary Shares at the time of the Issuer's initial business combination, or at any time and from time to time at the option of the holder, on a one-for-one basis, subject to adjustment for share sub-divisions, share dividends, reorganizations, recapitalizations and the like, and as more fully described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-280230). None of the other Reporting Persons directly own any Ordinary Shares.
Item 5(b) is hereby amended and restated as follows: As of the date hereof: (i) the Sponsor directly owns, is the beneficial owner of, and has shared voting and dispositive power with respect to, 2,800,000 Ordinary Shares (consisting of 300,000 Class A Ordinary Shares and 2,500,000 Class B Ordinary Shares, which Class B Ordinary Shares are automatically convertible into Class A Ordinary Shares at the time of the Issuer's initial business combination, or at any time and from time to time at the option of the holder, on a one-for-one basis, subject to adjustment for share sub-divisions, share dividends, reorganizations, recapitalizations and the like, and as more fully described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-280230)), which represent 21.9% of the Issuer's issued and outstanding Ordinary Shares. (ii) Cantor, as the sole member of the Sponsor, controls the Sponsor and may be deemed to beneficially own, and have shared voting and dispositive power with respect to, the 2,800,000 Ordinary Shares directly owned by the Sponsor, which represent 21.9% of the Issuer's issued and outstanding Ordinary Shares. Cantor disclaims any ownership of such Ordinary Shares other than to the extent of any pecuniary interest it may have therein, directly or indirectly. (iii) CFGM, as the managing general partner of Cantor, controls Cantor and may be deemed to beneficially own, and have shared voting and dispositive power with respect to, the 2,800,000 Ordinary Shares directly owned by the Sponsor, which represent 21.9% of the Issuer's issued and outstanding Ordinary Shares. CFGM disclaims any ownership of such Ordinary Shares other than to the extent of any pecuniary interest it may have therein, directly or indirectly. (iv) Brandon G. Lutnick, as the controlling trustee of the trusts owning all of the voting shares of CFGM and the Chairman and Chief Executive Officer of CFGM, controls CFGM and may be deemed to beneficially own, and have shared voting and dispositive power with respect to, the 2,800,000 Ordinary Shares directly owned by the Sponsor, which represent 21.9% of the Issuer's issued and outstanding Ordinary Shares. Brandon G. Lutnick disclaims any ownership of such Ordinary Shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
See Item 4 of this Amendment, which is incorporated by reference herein.
Not applicable.
Not applicable.
Item 6 is hereby amended and supplemented with the information contained in Item 4 and Item 5 responsive hereto, which is incorporated by reference herein.
Item 7 is hereby amended and supplemented by adding the following: Exhibit 99.2: Joint Filing Agreement, dated as of October 6, 2025, by and among the Reporting Persons Exhibit 99.3 Purchase Agreement, dated as of May 16, 2025, by and between Howard W. Lutnick, as Trustee of the Howard W. Lutnick Revocable Trust, and Kyle S. Lutnick, Brandon G. Lutnick, Casey J. Lutnick, and Ryan G. Lutnick, as Investment Trustees of the trust known as the BGL Management Trust. Exhibit 99.4: Purchase Agreement, dated as of May 16, 2025, by and between Howard W. Lutnick, as Trustee of the Howard W. Lutnick Revocable Trust, and Kyle S. Lutnick, Brandon G. Lutnick, Casey J. Lutnick, and Ryan G. Lutnick, as Investment Trustees of the trust known as the KSL Management Trust. Exhibit 99.5: Purchase Agreement, dated as of May 16, 2025, by and between Howard W. Lutnick, as Trustee of the Howard W. Lutnick Revocable Trust, and Kyle S. Lutnick, Brandon G. Lutnick, Casey J. Lutnick, and Ryan G. Lutnick, as Investment Trustees of the trust known as the RGL Management Trust. Exhibit 99.6: Purchase Agreement, dated as of May 16, 2025, by and between Howard W. Lutnick, as Trustee of the Howard W. Lutnick Revocable Trust, and Kyle S. Lutnick, Brandon G. Lutnick, Casey J. Lutnick, and Ryan G. Lutnick, as Investment Trustees of the trust known as the CJL Management Trust.