A2Z CUST2MATE SOLUTIONS CORP. Schedule 13G/A reports that Luxor-related reporting persons together beneficially own 2,880,400 Common Shares, equal to 6.5% of the outstanding common stock.
The statement states individual holdings including 2,810,000 shares held by Thebes Offshore Master Fund and 70,400 shares held by Qena Capital Partners Offshore Master Fund, and cites 44,545,008 shares outstanding as of February 24, 2026.
Positive
None.
Negative
None.
Insights
Luxor-related funds report a 6.5% stake in A2Z CUST2MATE.
The cover language lists aggregate beneficial ownership of 2,880,400 Common Shares, computed using 44,545,008 shares outstanding as of February 24, 2026. The filing attributes holdings to funds and affiliated entities, showing shared voting and dispositive power.
Filing notes that Thebes Master Fund holds 2,810,000 shares and Qena Master Fund holds 70,400 shares. Subsequent filings or proxy materials may clarify any governance intentions tied to this stake.
Schedules show group attribution across funds, GP and management entities.
The schedule explains how ownership is attributed: Thebes GP as general partner, LCG Holdings as GP of Qena, Luxor Capital Group as investment manager, and Luxor Management as general partner, each deemed to beneficially own the cited totals.
Signatures show a single agent executed the amendment on behalf of multiple reporting persons. This is a routine beneficial-ownership disclosure under applicable reporting rules.
Key Figures
Aggregate beneficial ownership:2,880,400 sharesThebes Offshore Master Fund holdings:2,810,000 sharesQena Capital Partners Offshore Master Fund holdings:70,400 shares+2 more
5 metrics
Aggregate beneficial ownership2,880,400 sharesAs of March 31, 2026 (reported in Schedule 13G/A)
Thebes Offshore Master Fund holdings2,810,000 sharesAmount beneficially owned by Thebes Master Fund as of March 31, 2026
Qena Capital Partners Offshore Master Fund holdings70,400 sharesAmount beneficially owned by Qena Master Fund as of March 31, 2026
Percent of class6.5%Percentage of common shares outstanding as reported in Item 4
Shares outstanding used44,545,008 sharesShares outstanding referenced as of February 24, 2026 in cited exhibit
Key Terms
beneficially owned, shared dispositive power, general partner, cover pages
4 terms
beneficially ownedregulatory
"As of the close of business on March 31, 2026: (i) Thebes Master Fund beneficially owned 2,810,000"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
shared dispositive powerregulatory
"Shared Dispositive Power 2,810,000.00"
general partnercorporate
"Thebes GP, as the general partner of Thebes Master Fund, may be deemed to have beneficially owned 2,810,000"
A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.
cover pagesregulatory
"each Reporting Person beneficially owned such percentage as reflected in Item 11 of the applicable Cover Page hereto"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
A2Z CUST2MATE SOLUTIONS CORP.
(Name of Issuer)
Common Shares
(Title of Class of Securities)
002205102
(CUSIP Number)
03/31/2026
(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):
002205102
1
Names of Reporting Persons
Thebes Offshore Master 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,810,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,810,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,810,000.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
Qena Capital Partners Offshore Master 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
70,400.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
70,400.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
70,400.00
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)
0.2 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
Thebes 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,810,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,810,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,810,000.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
LCG Holdings, 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
70,400.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
70,400.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
70,400.00
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)
0.2 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
Luxor Capital Group, 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
2,880,400.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,880,400.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,880,400.00
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)
6.5 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
Luxor Management, 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
2,880,400.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,880,400.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,880,400.00
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)
6.5 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
Michael Conboy
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
2,810,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,810,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,810,000.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP Number(s):
002205102
1
Names of Reporting Persons
Christian Leone
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
2,880,400.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,880,400.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,880,400.00
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)
6.5 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
A2Z CUST2MATE SOLUTIONS CORP.
(b)
Address of issuer's principal executive offices:
1600 - 609 Granville Street Vancouver, British Columbia, Canada V7Y 1C3
Item 2.
(a)
Name of person filing:
The names and citizenships of the persons filing this statement on Schedule 13G are (collectively, the "Reporting Persons"):
Thebes Offshore Master Fund, LP ("Thebes Master Fund")
Qena Capital Partners Offshore Master Fund, LP ("Qena Master Fund")
Thebes GP, LLC ("Thebes GP")
LCG Holdings, LLC ("LCG Holdings")
Luxor Capital Group, LP ("Luxor Capital Group")
Luxor Management, LLC ("Luxor Management")
Michael Conboy ("Mr. Conboy")
Christian Leone ("Mr. Leone")
(b)
Address or principal business office or, if none, residence:
The principal business address of each of Thebes GP, LCG Holdings, Luxor Capital Group, Luxor Management, Mr. Conboy and Mr. Leone is 7 Times Square, 43rd Floor, New York, New York 10036.
The principal business address of each of Thebes Master Fund and Qena Master Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
(c)
Citizenship:
Each of Thebes Master Fund and Qena Master Fund is organized under the laws of the Cayman Islands. Each of Thebes GP, LCG Holdings, Luxor Capital Group and Luxor Management is organized under the laws of the State of Delaware. Mr. Leone and Mr. Conboy are each citizens of the United States.
(d)
Title of class of securities:
Common Shares
(e)
CUSIP No.:
002205102
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:
(a) Amount beneficially owned:
As of the close of business on March 31, 2026:
(i) Thebes Master Fund beneficially owned 2,810,000 Common Shares;
(ii) Qena Master Fund beneficially owned 70,400 Common Shares;
(iii) Thebes GP, as the general partner of Thebes Master Fund, may be deemed to have beneficially owned 2,810,000 Common Shares beneficially owned by Thebes Master Fund;
(iv) Mr. Conboy, as the managing member of Thebes GP, may be deemed to have beneficially owned the 2,810,000 Common Shares beneficially owned by Thebes GP;
(v) LCG Holdings, as the general partner of Qena Master Fund, may be deemed to have beneficially owned 70,400 Common Shares beneficially owned by Qena Master Fund;
(vi) Luxor Capital Group, as the investment manager of Thebes Master Fund and Qena Master Fund, may be deemed to have beneficially owned the 2,880,400 Common Shares beneficially owned by Thebes Master Fund and Qena Master Fund;
(vii) Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 2,880,400 Common Shares beneficially owned by Luxor Capital Group; and
(viii) Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 2,880,400 Common Shares beneficially owned by Luxor Management.
(b)
Percent of class:
As of the close of business on March 31, 2026, the Reporting Persons may be deemed to have beneficially owned 2,880,400 shares of the Issuer's Common Shares or 6.5% of the Issuer's Common Shares outstanding, which percentage was calculated based on 44,545,008 of the Issuer's Common Shares outstanding as of February 24, 2026, as reported in Exhibit 99.2 of the Issuer's 6-K filed with the Securities and Exchange Commission on March 5, 2026. Specifically, as of the close of business on March 31, 2026, each Reporting Person beneficially owned such percentage as reflected in Item 11 of the applicable Cover Page hereto.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9.
(ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9.
(iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
(iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit A of the Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on March 25, 2026.
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.
Thebes Offshore Master Fund, LP
Signature:
/s/ Michael Jenkelowitz
Name/Title:
Michael Jenkelowitz, Chief Financial Officer of Thebes GP, LLC, the General Partner of Thebes Offshore Master Fund, LP
Date:
05/15/2026
Qena Capital Partners Offshore Master Fund, LP
Signature:
/s/ Michael Jenkelowitz
Name/Title:
Michael Jenkelowitz, Chief Financial Officer of LCG Holdings, LLC, the General Partner Of Qena Capital Partners Offshore Master Fund, LP
Date:
05/15/2026
Thebes GP, LLC
Signature:
/s/ Michael Jenkelowitz
Name/Title:
Michael Jenkelowitz, Chief Financial Officer
Date:
05/15/2026
LCG Holdings, LLC
Signature:
/s/ Michael Jenkelowitz
Name/Title:
Michael Jenkelowitz, Chief Financial Officer
Date:
05/15/2026
Luxor Capital Group, LP
Signature:
/s/ Michael Jenkelowitz
Name/Title:
Michael Jenkelowitz, Chief Financial Officer of Luxor Management, LLC, the General Partner of Luxor Capital Group, LP
