Cavaghan group reports 11.3% Blue Gold (BGL) stake, details share sales

Rhea-AI Filing Summary

Blue Gold Ltd major shareholder Andrew Cavaghan updates his ownership disclosure on Schedule 13D/A, reporting beneficial ownership of 3,984,229 Class A ordinary shares, or about 11.3% of the company’s outstanding shares based on 35,147,712 shares as of February 4, 2026.

The filing details holdings and voting power spread across entities he controls or is associated with, including Pegasus Capital Limited, Pegasus Capital Holdings Limited, Blue Gold Holdings Ltd, BCMP Services Limited, and his spouse, Elizabeth Cavaghan. It also records recent share sales by Pegasus Capital Limited in early March 2026 under a Rule 10b5-1 trading plan and notes that Cavaghan resigned from BCMP Services in October 2025, after which later BCMP share sales did not affect his beneficial ownership.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Blue Gold Ltd

(Name of Issuer)

Class A ordinary shares

(Title of Class of Securities)

G1331C104

(CUSIP Number)

Carla Parsons
94 Solaris Avenue, Camana Bay, PO Box 1348
Grand Cayman, E9, KY1-1108
44 7904 383701

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/18/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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SCHEDULE 13D

CUSIP Number(s): G1331C104

1

Name of reporting person

Cavaghan Andrew

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,977,449.00
8	Shared Voting Power 6,780.00
9	Sole Dispositive Power 3,977,449.00
10	Shared Dispositive Power 6,780.00

11

Aggregate amount beneficially owned by each reporting person

3,984,229.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

11.3 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Does not include 1,738 shares held by Ms. Elizabeth Cavaghan, Mr. Cavaghan's spouse, over which Mr. Cavaghan does not have voting or investment control. Mr. Cavaghan disclaims beneficial ownership over such shares.

SCHEDULE 13D

CUSIP Number(s): G1331C104

1

Name of reporting person

BCMP Services Limited

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 763,750.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 763,750.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.2 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Mr. Cavaghan was a 50% shareholder and director in BCMP Services Limited. See Item 2 and 5(c).

SCHEDULE 13D

CUSIP Number(s): G1331C104

1

Name of reporting person

Pegasus Capital Limited

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,631,965.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,631,965.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,631,965.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Mr. Cavaghan is the sole owner of Pegasus Capital Limited.

SCHEDULE 13D

CUSIP Number(s): G1331C104

1

Name of reporting person

Pegasus Capital Holdings Limited

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 6,780.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 6,780.00

11

Aggregate amount beneficially owned by each reporting person

6,780.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.02 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Mr. Cavaghan is a 50% shareholder of Pegasus Capital Holdings Limited.

SCHEDULE 13D

CUSIP Number(s): G1331C104

1

Name of reporting person

Ms. Elizabeth Cavaghan

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,738.00
8	Shared Voting Power 6,780.00
9	Sole Dispositive Power 1,738.00
10	Shared Dispositive Power 6,780.00

11

Aggregate amount beneficially owned by each reporting person

8,518.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.02 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Ms. Elizabeth Cavaghan is Mr. Cavaghan's spouse and 50% shareholder in Pegasus Capital Holdings Limited.

SCHEDULE 13D

CUSIP Number(s): G1331C104

1

Name of reporting person

Blue Gold Holdings Ltd.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 350,000.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 350,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

350,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Mr. Cavaghan is the sole director of Blue Gold Holdings Ltd.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A ordinary shares
(b)	Name of Issuer: Blue Gold Ltd
(c)	Address of Issuer's Principal Executive Offices: 94 Solaris Avenue, Camana Bay, PO Box 1348, Grand Cayman, CAYMAN ISLANDS , KY1-1108.
Item 1 Comment: This Amendment No. 2 (the "Amendment") amends and supplements the Schedule 13D filed with the SEC on July 8, 2025, as previously amended by the Schedule 13D/A filed with the SEC on July 17, 2025 (the "Schedule 13D"). Except as set forth in this Amendment, the Schedule 13D remains unchanged. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meaning as set forth in the Schedule 13D. The following items of Schedule 13D are hereby amended as follows:
Item 2.	Identity and Background
(c)	Mr. Cavaghan, a natural person, is (i) the Chief Executive Officer and member of the board of directors of the Issuer, (ii) the sole shareholder of Pegasus Capital, (iii) a 50% shareholder of Pegasus Capital Holdings and (iv) the sole director of BGHL. Ms. Cavaghan, a natural person, is Mr. Cavaghan's spouse. Pegasus Capital, a Cayman Islands exempted company limited by shares, is principally engaged in the business of investing in and holding the securities of the Issuer and other companies. Pegasus Capital Holdings, a private company limited by shares formed under the laws of England and Wales, is principally engaged in the business of investing in and holding the securities of the Issuer and other companies. Pegasus Capital Holdings is 50% owned by Mr. Cavaghan and 50% owned by Ms. Cavaghan. BGHL is a company incorporated in England and Wales, with the intent to acquire, develop, finance, license, and operate gold mines. BGHL's initial activities are focused on the Ashanti Gold Belt located in Ghana. BGHL is a wholly-owned subsidiary of the Issuer. BCMP Services Limited, a private company limited by shares formed under the laws of England and Wales, provides management services to Blue International Holdings group. Blue International Holdings group was co-founded by Mr. Cavaghan to raise and invest in energy and mining projects in sub-Saharan Africa. Mr. Cavaghan was previously a director and 50% shareholder of BCMP Services.
Item 5.	Interest in Securities of the Issuer
(a)	The responses to this Item 5 and the information on the cover page are based on 35,147,712 Class A ordinary shares outstanding as of February 4, 2026 as reported in the Issuer's Registration Statement on Form F-1 filed with the U.S. Securities and Exchange Commission on February 5, 2026. The Reporting Persons may be deemed to have, in the aggregate, beneficial ownership of 3,984,229 Class A ordinary shares, which represents approximately 11.3% of the Issuer's outstanding Common Shares. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the beneficial owners of any securities of the Issuer he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities of the Issuer reported herein except to the extent such Reporting Person actually exercises voting or dispositive power with respect to such securities.
(b)	The Reporting Persons may be deemed to have, in the aggregate, beneficial ownership of 3,984,229 Class A ordinary shares, which represents approximately 11.3% of the Issuer's outstanding Common Shares. Andrew Cavaghan has sole voting power over 3,977,449.00 Class A ordinary shares; shared voting power over 6,780.00 Class A ordinary shares; sole dispositive power over 3,977,449.00 Class A ordinary shares; and shared dispositive power over 6,780.00 Class A ordinary shares. BCMP Services Limited has sole voting and dispositive power over 763,750 Class A ordinary shares. Pegasus Capital Limited has sole voting and dispositive powers over 2,631,965 Class A ordinary shares. Pegasus Capital Holdings Limited has shared voting and dispositive power over 6,780.00 Class A ordinary shares. Blue Gold Holdings Limited has sole voting and dispositive power over 350,000.00 Class A ordinary shares. Ms. Elizabeth Cavaghan has sole voting and sole dispositive power over 1,738.00 Class A ordinary shares and shared voting and dispositive power over 6,780.00 Class A ordinary shares. The information provided under Item 2 of this 13D is hereby incorporated by reference into this Item 5.
(c)	On October 28, 2025, Mr. Cavaghan resigned as a director BCMP Services and transferred his 50% ownership in BCMP Services, such that he is no longer deemed to have beneficial ownership over such shares. On December 12, 2025, BGHL entered into a Securities Purchase Agreement with BCMP Services pursuant to which BGHL sold 1,850,000 Class A ordinary shares back to BCMP Services on the same terms as it originally purchased them. On December 17, 2025, BCMP Services sold 183,750 Class A ordinary shares. On January 22, 2026, BCMP Services sold 1,041,250 Class A ordinary shares. On March 3, 2026, BCMP Services sold 1,086,250 Class A ordinary shares. The transactions listed above that occurred on December 17, 2025, January 22, 2026 and March 3, 2026 of BCMP Services occurred after Mr. Cavaghan resigned from BCMP Services and transferred his ownership therein, such that he had no knowledge of such transactions and they had no impact on his beneficial ownership of the Company. On March 4, 2026, Pegasus Capital Limited sold 19,460 Class A ordinary shares in the open market at a weighted average price of $1.9132 per share pursuant to a 10b5-1 Plan. On March 5, 2026, Pegasus Capital Limited sold 5,540 Class A ordinary shares in the open market at a weighted average price of $1.7883 per share pursuant to a 10b5-1 Plan.
(e)	On October 28, 2025, Mr. Cavaghan resigned as a director BCMP Services and transferred his 50% ownership in BCMP Services, such that he is no longer deemed to have beneficial ownership over such shares.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1 Joint Filing Agreement

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.

Cavaghan Andrew

Signature:	/s/ Andrew Cavaghan
Name/Title:	Andrew Cavaghan
Date:	03/23/2026

BCMP Services Limited

Signature:	/s/ William Lunn-Rockliffe
Name/Title:	William Lunn-Rockliffe/Director
Date:	03/23/2026

Pegasus Capital Limited

Signature:	/s/ Andrew Cavaghan
Name/Title:	Andrew Cavaghan/Director
Date:	03/23/2026

Pegasus Capital Holdings Limited

Signature:	/s/ Andrew Cavaghan
Name/Title:	Andrew Cavaghan/Director
Date:	03/23/2026

Ms. Elizabeth Cavaghan

Signature:	/s/ Elizabeth Cavaghan
Name/Title:	Elizabeth Cavaghan
Date:	03/23/2026

Blue Gold Holdings Ltd.

Signature:	/s/ Andrew Cavaghan
Name/Title:	Andrew Cavaghan/Director
Date:	03/23/2026

FAQ

What percentage of Blue Gold Ltd (BGL) does Andrew Cavaghan report owning in this Schedule 13D/A amendment?

Andrew Cavaghan reports beneficial ownership of about 11.3% of Blue Gold Ltd’s Class A ordinary shares, representing 3,984,229 shares. This percentage is based on 35,147,712 shares outstanding as of February 4, 2026, as disclosed in the company’s Form F-1.

How many Blue Gold Ltd (BGL) shares are outstanding according to this 13D/A filing?

The filing states there are 35,147,712 Class A ordinary shares outstanding as of February 4, 2026. This share count comes from Blue Gold Ltd’s Registration Statement on Form F-1 filed on February 5, 2026 and is used to calculate percentage ownership figures.

Which entities related to Andrew Cavaghan hold Blue Gold Ltd (BGL) shares and in what amounts?

The amendment lists several related holders: Pegasus Capital Limited with 2,631,965 shares, Blue Gold Holdings Ltd with 350,000 shares, and BCMP Services Limited with 763,750 shares. Pegasus Capital Holdings Limited has 6,780 shares, while Elizabeth Cavaghan beneficially owns 8,518 shares in total.

What recent Blue Gold Ltd (BGL) share sales by Pegasus Capital Limited are disclosed in this 13D/A?

The filing notes that on March 4, 2026, Pegasus Capital Limited sold 19,460 Class A ordinary shares at a weighted average price of $1.9132 per share. On March 5, 2026, it sold an additional 5,540 shares at a weighted average price of $1.7883, both under a Rule 10b5-1 plan.

How did Andrew Cavaghan’s relationship with BCMP Services Limited change, according to the Blue Gold Ltd (BGL) 13D/A?

On October 28, 2025, Andrew Cavaghan resigned as a director of BCMP Services Limited and transferred his 50% ownership. The amendment states he is no longer deemed to have beneficial ownership over BCMP’s shares after that date, and later BCMP transactions did not affect his beneficial ownership.

What does the Blue Gold Ltd (BGL) 13D/A say about BGHL’s share transactions with BCMP Services Limited?

The amendment explains that on December 12, 2025, Blue Gold Holdings Ltd (BGHL) sold 1,850,000 Class A ordinary shares to BCMP Services Limited under a Securities Purchase Agreement. These shares were sold back on the same terms on which BGHL originally purchased them from BCMP Services.