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reAlpha Tech Corp. common stock is the subject of an ownership report by Alumni Capital LP, which reports beneficial ownership of 736,028 shares. The Fund acquired the shares under a Securities Purchase Agreement dated November 3, 2026.
Alumni Capital GP LLC, the Fund’s general partner, and Ashkan Mapar, the general partner’s controlling person, each report the same shares, with shared voting and dispositive power. The agreement limits the Fund from acquiring shares that would cause its beneficial ownership to exceed 9.99%. Certain pre-funded warrants delivered to the Fund under the agreement are excluded from the reported share count.
Key Figures
Beneficial ownership:736,028 sharesReported percentage of class:9.99%Shared voting power:736,028 shares+1 more
4 metrics
Beneficial ownership736,028 sharesReported by Alumni Capital LP, Alumni Capital GP LLC, and Ashkan Mapar for the same underlying shares
Reported percentage of class9.99%Reported for each of the three reporting persons
Shared voting power736,028 sharesReported by each reporting person for the same underlying shares
Sole voting power0 sharesReported by each reporting person
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
Securities Purchase Agreementfinancial
"pursuant to a Securities Purchase Agreement dated November 3, 2026"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
pre-funded warrantsfinancial
"certain pre-funded warrants to purchase shares delivered to the Fund"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
shared dispositive powerregulatory
"Shared Dispositive Power 736,028.00"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many AIRE shares does Alumni Capital report owning?
Alumni Capital LP reports currently owning 736,028 shares as of November 3, 2026. Alumni Capital GP LLC and Ashkan Mapar also report beneficial ownership of that same position, with shared voting and dispositive power.
How does the 9.99% limit work for AIRE ownership?
The Securities Purchase Agreement bars the Fund from acquiring shares that, when combined with its other beneficially owned shares, would cause its ownership to exceed 9.99%. The reported percentage is based on shares outstanding as of the closing of the offering referenced in the Form S-1 filed October 22, 2026.
Are pre-funded warrants included in Alumni Capital’s reported AIRE shares?
No. The reported 736,028 shares exclude certain pre-funded warrants to purchase shares delivered to the Fund in connection with the Securities Purchase Agreement.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
reAlpha Tech Corp.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
75607T204
(CUSIP Number)
11/03/2026
(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):
75607T204
1
Names of Reporting Persons
Alumni Capital 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
736,028.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,028.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,028.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
75607T204
1
Names of Reporting Persons
Alumni Capital GP 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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
736,028.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,028.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,028.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
75607T204
1
Names of Reporting Persons
Ashkan Mapar
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
736,028.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
736,028.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
736,028.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
reAlpha Tech Corp.
(b)
Address of issuer's principal executive offices:
6515 Longshore Loop, Suite 100 Dublin, OH 43017
Item 2.
(a)
Name of person filing:
This statement is filed by Alumni Capital LP (the "Fund"), Alumni Capital GP LLC (the "General Partner"), and Ashkan Mapar (the "Controlling Person"). The foregoing are collectively referred to herein as the "Reporting Persons".
The Fund holds, has the right to acquire, or has the obligation to acquire, securities of the Issuer. The General Partner serves as the general partner of the Fund. The Controlling person is the control person of the General Partner.
(b)
Address or principal business office or, if none, residence:
The address for the principal business office of each of Alumni Capital LP, Alumni Capital GP LLC, and Ashkan Mapar is 601 Brickell Key Dr., Suite 700, Miami, FL 33131.
(c)
Citizenship:
Alumni Capital LP is a Delaware limited partnership. Alumni Capital GP LLC is a Delaware limited liability company. Ashkan Mapar is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock
(e)
CUSIP Number(s):
75607T204
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:
Alumni Capital LP - 736,028*
Alumni Capital GP LLC - 736,028*
Ashkan Mapar - 736,028*
*The shares of common stock (the "Shares") of reAlpha Tech Corp. (the "Issuer") reported herein represent Shares acquired by Alumni Capital LP (the "Fund") pursuant to a Securities Purchase Agreement dated November 3, 2026 between the Issuer and the Fund (the "SPA") and do not include certain pre-funded warrants to purchase shares delivered to the Fund in connection the SPA.
Under the SPA, the Fund acquired Shares in accordance with the respective terms and subject to the respective conditions and limitations contained therein. One such limitation is that the Fund shall not acquire any Shares under the SPA, which when aggregated with all other Shares then beneficially owned by the Fund, would result in the beneficial ownership by the Fund to exceed 9.99% of the Shares outstanding (the "Beneficial Ownership Limitation").
As such, the percent of class reported herein is giving effect to the Beneficial Ownership Limitation, and it is based upon the number of shares outstanding as of the closing of the offering referenced in the Issuer's Form S-1 filed with the SEC on October 22, 2026.
For the sake of clarity, the Fund currently owns 736,028 Shares as of the date of the filing. The filing of this report shall not be deemed an admission, for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(b)
Percent of class:
Alumni Capital LP - 9.99%
Alumni Capital GP LLC - 9.99%
Ashkan Mapar - 9.99%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Alumni Capital LP - 0
Alumni Capital GP LLC - 0
Ashkan Mapar - 0
(ii) Shared power to vote or to direct the vote:
Alumni Capital LP - 736,028*
Alumni Capital GP LLC - 736,028*
Ashkan Mapar - 736,028*
(iii) Sole power to dispose or to direct the disposition of:
Alumni Capital LP - 0
Alumni Capital GP LLC - 0
Ashkan Mapar - 0
(iv) Shared power to dispose or to direct the disposition of:
Alumni Capital LP - 736,028*
Alumni Capital GP LLC - 736,028*
Ashkan Mapar - 736,028*
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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.
Alumni Capital LP
Signature:
/s/ Ashkan Mapar
Name/Title:
Ashkan Mapar, Manager of Alumni Capital GP LLC, General Partner of Alumni Capital LP
Date:
11/03/2026
Alumni Capital GP LLC
Signature:
/s/ Ashkan Mapar
Name/Title:
Ashkan Mapar, Manager of Alumni Capital GP LLC, General Partner of Alumni Capital LP
Date:
11/03/2026
Ashkan Mapar
Signature:
/s/ Ashkan Mapar
Name/Title:
Ashkan Mapar, Manager of Alumni Capital GP LLC, General Partner of Alumni Capital LP