AI Financial Corp (AIFC): CRCM group discloses 10% beneficial stake in 13G/A

Rhea-AI Filing Summary

AI Financial Corp received an amended Schedule 13G (Amendment No. 3) reporting that a group of investment entities affiliated with CRCM, including CRCM LP, CRCM LLC, several CRCM funds, and individual Chun R. Ding, collectively report beneficial ownership of 12,701,530 shares of Common Stock.

This position represents 10.0% of the outstanding Common Stock, based on 127,166,254 shares outstanding as of April 9, 2026, as cited from AI Financial Corp’s Form 10-K/A. The reporting persons disclose shared voting and dispositive power over these shares and state that certain entities (the Investment Manager, the General Partner, and Mr. Ding) may be deemed beneficial owners but each disclaims beneficial ownership.

Key Figures

Beneficial ownership: 12,701,530 shares Percent of class: 10.0% Shares outstanding baseline: 127,166,254 shares +4 more

7 metrics

Beneficial ownership 12,701,530 shares Shares of AI Financial Corp Common Stock reported as beneficially owned by CRCM-affiliated reporting persons

Percent of class 10.0% Portion of AI Financial Corp Common Stock represented by 12,701,530 shares

Shares outstanding baseline 127,166,254 shares Common Stock outstanding as of April 9, 2026, cited from Form 10-K/A

CRCM Institutional Master Fund holding 8,080,000 shares Common Stock held by CRCM Institutional Master Fund (BVI), Ltd.

CRCM B SPV holding 3,720,847 shares Common Stock held by CRCM B SPV, LP

CRCM Fintech Fund holding 693,403 shares Common Stock held by CRCM Fintech Fund, LP

CRCM Special Situations Fund holding 90,000 shares Common Stock held by CRCM Special Situations Fund LP

Key Terms

beneficial owner, shared voting power, shared dispositive power, disclaims any beneficial ownership, +1 more

5 terms

beneficial owner financial

"may be deemed to be the beneficial owner of all such shares"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

shared voting power financial

"Shared Voting Power 12,701,530.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 12,701,530.00"

disclaims any beneficial ownership financial

"Each of the Investment Manager, the General Partner and Mr. Ding hereby disclaims any beneficial ownership"

Schedule 13G regulatory

"The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

What percentage of AI Financial Corp (AIFC) is held by the CRCM group?

The CRCM-affiliated reporting persons report beneficial ownership of 10.0% of AI Financial Corp’s Common Stock, representing 12,701,530 shares, based on 127,166,254 shares outstanding as of April 9, 2026 cited from the company’s Form 10-K/A.

How many AI Financial Corp (AIFC) shares does the CRCM group report owning?

The CRCM entities and Chun R. Ding collectively report beneficial ownership of 12,701,530 shares of AI Financial Corp Common Stock, corresponding to 10.0% of the class, using 127,166,254 outstanding shares as of April 9, 2026 as the reference.

Who are the reporting persons in this AI Financial Corp (AIFC) Schedule 13G/A?

The reporting persons include CRCM LP, CRCM LLC, CRCM Institutional Master Fund (BVI), Ltd., CRCM B SPV, LP, CRCM Fintech Fund, LP, CRCM Special Situations Fund LP, and Chun R. Ding, who is described as managing partner of the Investment Manager.

How is CRCM’s ownership in AI Financial Corp (AIFC) structured among its funds?

The filing attributes 8,080,000 shares to CRCM Institutional Master Fund (BVI), Ltd., 3,720,847 shares to CRCM B SPV, LP, 693,403 shares to CRCM Fintech Fund, LP, and 90,000 shares to CRCM Special Situations Fund LP, all counted toward the 12,701,530 total shares.

Does Chun R. Ding personally control AI Financial Corp (AIFC) shares in this filing?

Chun R. Ding is described as managing partner of the Investment Manager and manager of the General Partner and may be deemed a beneficial owner of the reported shares, but the Investment Manager, General Partner, and Mr. Ding each disclaim beneficial ownership of such shares.

What voting and dispositive powers does the CRCM group report over AI Financial Corp (AIFC) shares?

The reporting persons disclose 0 shares with sole voting or dispositive power and 12,701,530 shares with shared voting and shared dispositive power over AI Financial Corp Common Stock, reflecting their coordinated investment management structure across the CRCM funds and accounts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/12/2026 - 11:12 AM Accepted by SEC EDGAR 08/12/2026 - 11:12 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

AI Financial Corp

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

47089W104

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

CRCM LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 12,701,530.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 12,701,530.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,701,530.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.0 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

CRCM LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 12,701,530.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 12,701,530.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,701,530.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.0 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

CRCM INSTITUTIONAL MASTER FUND (BVI), LTD.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 8,080,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,080,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,080,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.4 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

CRCM B SPV, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 3,720,847.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 3,720,847.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,720,847.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

2.9 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

CRCM Fintech Fund, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 693,403.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 693,403.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

693,403.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.5 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

CRCM SPECIAL SITUATIONS FUND LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 90,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 90,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

90,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0.1 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

CUSIP Number(s): 47089W104

1

Names of Reporting Persons

DING CHUN R

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

SAINT KITTS AND NEVIS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 12,701,530.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 12,701,530.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,701,530.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.0 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Note to Row 11: The denominator for this calculation is based on 127,166,254 shares of Common Stock outstanding as of April 9, 2026, as reported in the Form 10-K/A filed with the U.S. Securities and Exchange Commission on April 28, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: AI Financial Corp
(b)	Address of issuer's principal executive offices: 325 E. WARM SPRINGS ROAD, SUITE 102, LAS VEGAS, NEVADA, 89119.
Item 2.
(a)	Name of person filing: (i) CRCM LP, a Delaware limited partnership and the investment manager ("Investment Manager") of CRCM B SPV, LP, CRCM Master Fund, CRCM Fintech Fund, LP, and CRCM Situations Fund (collectively, the "CRCM Funds") and separately managed account clients (the "Managed Accounts"); (ii) CRCM LLC, a Delaware limited liability company and the general partner (the "General Partner") of the Investment Manager, with respect to the shares held by the CRCM Funds and the Managed Accounts; (iii) CRCM Institutional Master Fund (BVI), Ltd., a British Virgin Islands limited company ("CRCM Master Fund"); (iv) CRCM B SPV, LP, a Delaware limited partnership; (v) CRCM Fintech Fund, LP, a Delaware limited partnership; (vi) CRCM Special Situations Fund LP, a Delaware limited partnership; and (vii) Chun R. Ding ("Ding"), is a citizen of St. Kits and Nevis and the managing partner of the Investment Manager, the manager of the General Partner, with respect to the shares held by the CRCM Funds and the Managed Accounts.
(b)	Address or principal business office or, if none, residence: The address of the principal business of (iii-vi) CRCM Funds is 475 Sansome Street, Suite 730, San Francisco, CA 94111; (i, ii, and vii) the Investment Manager, the General Partner, and Mr. Ding (c/o CRCM) is 475 Sansome Street, Suite 730, San Francisco, CA 94111.
(c)	Citizenship: The citizenship of each Reporting Person is set forth above.
(d)	Title of class of securities: Common Stock, $0.001 par value
(e)	CUSIP No.: 47089W104
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
(b)	Percent of class: The shares of Common Stock reported hereby for the CRCM Funds are owned directly by the applicable fund. The Investment Manager, as investment manager of the CRCM Funds and the Managed Accounts, may be deemed to be the beneficial owner of all such shares owned by the CRCM Funds and the Managed Accounts. The General Partner, as general partner of the Investment Manager, may be deemed to be the beneficial owner of all of such shares owned by the CRCM Funds and the Managed Accounts. Mr. Ding, as managing partner of the Investment Manager, and manager of the General Partner with the power to exercise investment discretion, may be deemed to be the beneficial owner of all such shares owned by the CRCM Funds and the Managed Accounts. Each of the Investment Manager, the General Partner and Mr. Ding hereby disclaims any beneficial ownership of any such shares.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(ii) Shared power to vote or to direct the vote: The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Items 4(a) - (c) is set forth in Rows 5 through 11 of the cover page for each Reporting Person is incorporated herein by reference for each such Reporting Person.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

CRCM LP

Signature:	Chun R. Ding
Name/Title:	CRCM LP
Date:	08/12/2026

CRCM LLC

Signature:	Chun R. Ding
Name/Title:	CRCM LLC
Date:	08/12/2026

CRCM INSTITUTIONAL MASTER FUND (BVI), LTD.

Signature:	Chun R. Ding
Name/Title:	CRCM INSTITUTIONAL MASTER FUND (BVI), LTD
Date:	08/12/2026

CRCM B SPV, LP

Signature:	Chun R. Ding
Name/Title:	CRCM B SPV, LP
Date:	08/12/2026

CRCM Fintech Fund, LP

Signature:	Chun R. Ding
Name/Title:	CRCM Fintech Fund, LP
Date:	08/12/2026

CRCM SPECIAL SITUATIONS FUND LP

Signature:	Chun R. Ding
Name/Title:	CRCM SPECIAL SITUATIONS FUND LP
Date:	08/12/2026

DING CHUN R

Signature:	Chun R. Ding
Name/Title:	DING CHUN R
Date:	08/12/2026