Blue Acquisition Corp. (BACC) stake of 1.75M shares reported by Tenor group

Rhea-AI Filing Summary

Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah report beneficial ownership of Class A ordinary shares of Blue Acquisition Corp. This amended Schedule 13G reflects holdings of 1,747,389 shares, representing 8.4% of the Class A shares outstanding.

The shares are held directly by Tenor Opportunity Master Fund, Ltd., with Tenor Capital as investment manager and Robin Shah in a control role over its general partner. The reporting persons state they share voting and dispositive power over these shares and each disclaims beneficial ownership except to the extent of any pecuniary interest. The percentage ownership is based on 20,892,250 Class A shares stated as issued and outstanding in Blue Acquisition Corp.’s Form 10-Q filed on August 11, 2026.

Key Figures

Shares beneficially owned: 1,747,389 shares Ownership percentage: 8.4% Shares outstanding: 20,892,250 shares +3 more

6 metrics

Shares beneficially owned 1,747,389 shares Class A ordinary shares of Blue Acquisition Corp. reported by each reporting person

Ownership percentage 8.4% Percentage of Blue Acquisition Corp. Class A shares held by each reporting person

Shares outstanding 20,892,250 shares Class A ordinary shares issued and outstanding per Form 10-Q filed August 11, 2026

Sole voting power 0 shares Sole power to vote for each reporting person

Shared voting power 1,747,389 shares Shared power to vote for each reporting person

Shared dispositive power 1,747,389 shares Shared power to dispose of shares for each reporting person

Key Terms

beneficial ownership, shared voting power, dispositive power, pecuniary interest, +1 more

5 terms

beneficial ownership regulatory

"This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

shared voting power regulatory

"may be deemed to have shared voting and dispositive power with respect to the Shares"

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.

dispositive power regulatory

"shared voting and dispositive power with respect to the Shares owned directly by the Master Fund"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

pecuniary interest financial

"disclaims beneficial ownership of the Shares reported herein except to the extent of the Reporting Person's pecuniary interest"

Schedule 13G regulatory

"This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13"

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 ownership stake in BACC does Tenor Capital report in this Schedule 13G/A?

Tenor Capital and related reporting persons report beneficial ownership of 1,747,389 Class A shares of Blue Acquisition Corp. This represents 8.4% of the issuer’s outstanding Class A ordinary shares, based on 20,892,250 shares outstanding cited from the company’s Form 10-Q.

Who are the reporting persons in Blue Acquisition Corp. (BACC)’s Schedule 13G/A?

The reporting persons are Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah. The shares are held by the Master Fund, with Tenor Capital as investment manager and Shah in a control role over Tenor Capital’s general partner.

How many Blue Acquisition Corp. (BACC) shares are reported as outstanding?

The filing states that Blue Acquisition Corp. had 20,892,250 Class A ordinary shares issued and outstanding, based on the issuer’s Form 10-Q filed on August 11, 2026. The reported 8.4% ownership is calculated using this share count as the denominator.

Do the Tenor entities have sole or shared voting power over BACC shares?

The reporting persons disclose 0 shares with sole voting power and 1,747,389 shares with shared voting power. They also report shared dispositive power over the same 1,747,389 shares, reflecting their structure as manager and fund rather than direct individual ownership.

Does Robin Shah claim full beneficial ownership of BACC shares in this filing?

No. While Robin Shah is reported as sharing voting and dispositive power over 1,747,389 shares (8.4%), the filing states that each reporting person disclaims beneficial ownership of the shares except to the extent of their pecuniary interest in those securities.

What type of securities of Blue Acquisition Corp. (BACC) are covered by this Schedule 13G/A?

The filing covers Class A ordinary shares of Blue Acquisition Corp. with a $0.0001 par value, identified by CUSIP number G1331A124. The reported holdings and percentage ownership relate only to this class of the issuer’s equity securities.

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Available on EDGAR 08/14/2026 - 02:11 PM Accepted by SEC EDGAR 08/14/2026 - 02:10 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Blue Acquisition Corp.

(Name of Issuer)

Class A ordinary shares, $0.0001 Par Value

(Title of Class of Securities)

G1331A124

(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): G1331A124

1

Names of Reporting Persons

Tenor Capital Management Company, L.P.

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 1,747,389.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,747,389.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,747,389.00

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)

8.4 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP Number(s): G1331A124

1

Names of Reporting Persons

Tenor Opportunity Master Fund, 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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,747,389.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,747,389.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,747,389.00

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)

8.4 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP Number(s): G1331A124

1

Names of Reporting Persons

Robin Shah

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 1,747,389.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,747,389.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,747,389.00

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)

8.4 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Blue Acquisition Corp.
(b)	Address of issuer's principal executive offices: 1601 Anita Lane Newport Beach, California 92660-4803
Item 2.
(a)	Name of person filing: Tenor Capital Management Company, L.P. Tenor Opportunity Master Fund, Ltd. Robin Shah
(b)	Address or principal business office or, if none, residence: 810 Seventh Avenue, Suite 1905, New York, NY 10019
(c)	Citizenship: Tenor Capital Management Company, L.P. - Delaware Tenor Opportunity Master Fund, Ltd. - Cayman Islands Robin Shah - USA
(d)	Title of class of securities: Class A ordinary shares, $0.0001 Par Value
(e)	CUSIP No.: G1331A124
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: Tenor Capital Management Company, L.P. - 8.4% Tenor Opportunity Master Fund, Ltd. - 8.4% Robin Shah - 8.4% The Class A Ordinary Shares (the "Shares") reported herein are held by Tenor Opportunity Master Fund, Ltd. (the "Master Fund"). Tenor Capital Management Company, L.P. ("Tenor Capital") serves as the investment manager to the Master Fund. Robin Shah serves as the managing member of Tenor Management GP, LLC, the general partner of Tenor Capital. By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares owned directly by the Master Fund. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares reported herein except to the extent of the Reporting Person's pecuniary interest therein. The percentages herein are calculated based upon a statement in the Issuer's 10-Q, filed on August 11, 2026 indicating that there are 20,892,250 Shares issued and outstanding as of the date of the filing.
(b)	Percent of class: Tenor Capital Management Company, L.P. - 8.4% Tenor Opportunity Master Fund, Ltd. - 8.4% Robin Shah - 8.4%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(ii) Shared power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 1,747,389 Tenor Opportunity Master Fund, Ltd. - 1,747,389 Robin Shah - 1,747,389
	(iii) Sole power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(iv) Shared power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 1,747,389 Tenor Opportunity Master Fund, Ltd. - 1,747,389 Robin Shah - 1,747,389
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.

Tenor Capital Management Company, L.P.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Managing Member of its general partner, Tenor Management GP, LLC
Date:	08/14/2026

Tenor Opportunity Master Fund, Ltd.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Authorized Signatory
Date:	08/14/2026

Robin Shah

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah
Date:	08/14/2026

Exhibit Information

EXHIBIT I - JOINT FILING STATEMENT