[SCHEDULE 13G/A] ProCap Financial, Inc. Amended Passive Investment Disclosure
Harraden cuts ProCap Financial stake to 0.24%
ProCap Financial, Inc. received an amended ownership report from Harraden Circle-affiliated funds and Frederick V. Fortmiller Jr. stating they now beneficially own 201,250 shares of Class A common stock, representing 0.24% of the class as of 12/31/2025.
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ProCap Financial, Inc. received an amended ownership report from Harraden Circle-affiliated funds and Frederick V. Fortmiller Jr. stating they now beneficially own 201,250 shares of Class A common stock, representing 0.24% of the class as of 12/31/2025. The shares are held across several Delaware limited partnerships and investment entities managed by Harraden Circle Investments, LLC, with voting and investment power shared rather than held individually. The filers confirm they own 5% or less of the outstanding Class A shares, making this an exit filing from large-shareholder reporting status. They also certify that the securities were not acquired and are not held for the purpose of changing or influencing control of ProCap Financial.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did the Harraden Circle entities report about ProCap Financial (BRR) ownership?
They reported beneficial ownership of 201,250 Class A shares, equal to 0.24% of the class as of 12/31/2025. This reflects a reduced stake that is now below the 5% large-shareholder reporting threshold.
Why is this Schedule 13G/A for ProCap Financial (BRR) described as an exit filing?
It is an exit filing because the reporting persons certify they now own 5% or less of ProCap’s Class A common stock. With ownership at 0.24%, they are no longer required to report as large beneficial owners.
Who are the reporting persons in the ProCap Financial (BRR) Schedule 13G/A?
The filing covers multiple Harraden Circle entities and Frederick V. Fortmiller Jr.. These include Harraden Circle Investments, LLC, several related limited partnerships, and general partner entities that collectively manage and hold the reported ProCap shares.
How are the ProCap Financial (BRR) shares held and controlled by the Harraden Circle group?
The 201,250 shares are directly owned by several Harraden Circle funds, with shared voting and dispositive power reported. Management and control are exercised through Harraden Circle Investments, LLC and related general partner entities led by Mr. Fortmiller.
Does the Harraden Circle group seek control of ProCap Financial (BRR)?
The filers certify the shares were not acquired and are not held for the purpose of changing or influencing control of ProCap Financial. They also state the holdings are not part of any control-related transaction.
What was ProCap Financial (BRR) formerly called according to the filing?
The filing notes that ProCap Financial was formerly named Columbus Circle Capital Corp I. It also references that the company previously used a different CUSIP number associated with that earlier corporate name.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
ProCap Financial, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
74277P105
(CUSIP Number)
12/31/2025
(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)
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Investments, 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
201,250.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
201,250.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
201,250.00
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)
0.24 %
12
Type of Reporting Person (See Instructions)
OO, HC, IA
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Investors GP, 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
201,250.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
201,250.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
201,250.00
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)
0.24 %
12
Type of Reporting Person (See Instructions)
PN, HC
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Investors 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
201,250.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
201,250.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
201,250.00
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)
0.24 %
12
Type of Reporting Person (See Instructions)
OO, HC
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Investors, 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
66,413.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
66,413.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
66,413.00
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)
0.08 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Special Opportunities, 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
118,738.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
118,738.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
118,738.00
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)
0.14 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Strategic Investments, 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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Harraden Circle Concentrated, 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
16,099.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
16,099.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
16,099.00
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)
0.02 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
74277P105
1
Names of Reporting Persons
Frederick V. Fortmiller, Jr.
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
201,250.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
201,250.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
201,250.00
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)
0.24 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
ProCap Financial, Inc.
(b)
Address of issuer's principal executive offices:
600 LEXINGTON AVE., FLOOR 2, NEW YORK, NY, 10022
Item 2.
(a)
Name of person filing:
This Statement is filed on behalf of the following persons (collectively, the "Reporting Persons"):
i) Harraden Circle Investments, LLC ("Harraden Adviser");
ii) Harraden Circle Investors GP, LP ("Harraden GP");
iii) Harraden Circle Investors GP, LLC ("Harraden LLC");
iv) Harraden Circle Investors, LP ("Harraden Fund");
v) Harraden Circle Special Opportunities, LP ("Harraden Special Op Fund");
vi) Harraden Circle Strategic Investments, LP ("Harraden Strategic Fund");
vii) Harraden Circle Concentrated, LP ("Harraden Concentrated Fund"); and
viii) Frederick V. Fortmiller, Jr. ("Mr. Fortmiller")
This Statement relates to Shares (as defined herein) directly beneficially owned by Harraden Fund, Harraden Special Op Fund, Harraden Strategic Fund, and Harraden Concentrated Fund. Harraden GP is the general partner to Harraden Fund, Harraden Special Op Fund, Harraden Strategic Fund, and Harraden Concentrated Fund, and Harraden LLC is the general partner of Harraden GP. Harraden Adviser serves as investment manager to Harraden Fund, Harraden Special Op Fund, Harraden Strategic Fund, Harraden Concentrated Fund, and other high net worth individuals. Mr. Fortmiller is the managing member of each of Harraden LLC and Harraden Adviser. In such capacities, each of Harraden GP, Harraden LLC, Harraden Adviser and Mr. Fortmiller may be deemed to indirectly beneficially own the Shares reported herein directly beneficially owned by Harraden Fund, Harraden Special Op Fund, Harraden Strategic Fund, and Harraden Concentrated Fund.
(b)
Address or principal business office or, if none, residence:
885 Third Avenue, Suite 2600B, New York, NY 10022
(c)
Citizenship:
Each of Harraden Fund, Harraden Special Op Fund, Harraden Strategic Fund, Harraden Concentrated Fund, and Harraden GP is a Delaware limited partnership. Each of Harraden LLC and Harraden Adviser is a Delaware limited liability company. Mr. Fortmiller is a citizen of the United States of America.
(d)
Title of class of securities:
Class A Common Stock
(e)
CUSIP No.:
74277P105
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:
201,250
(b)
Percent of class:
0.24 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
201,250
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
0201,250
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
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.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See disclosure in Item 2 hereof.
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.
Harraden Circle Investments, LLC
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member
Date:
02/13/2026
Harraden Circle Investors GP, LP
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member; Harraden Circle Investors GP, LLC, general partner
Date:
02/13/2026
Harraden Circle Investors GP, LLC
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member
Date:
02/13/2026
Harraden Circle Investors, LP
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member; Harraden Circle Investors GP, LLC, general partner; Harraden Circle Investors GP, LP, general partner
Date:
02/13/2026
Harraden Circle Special Opportunities, LP
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member; Harraden Circle Investors GP, LLC, general partner; Harraden Circle Investors GP, LP, general partner
Date:
02/13/2026
Harraden Circle Strategic Investments, LP
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member; Harraden Circle Investors GP, LLC, general partner; Harraden Circle Investors GP, LP, general partner
Date:
02/13/2026
Harraden Circle Concentrated, LP
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr., managing member; Harraden Circle Investors GP, LLC, general partner; Harraden Circle Investors GP, LP, general partner
Date:
02/13/2026
Frederick V. Fortmiller, Jr.
Signature:
/s/ Frederick V. Fortmiller, Jr.
Name/Title:
Frederick V. Fortmiller, Jr.
Date:
02/13/2026
Comments accompanying signature: Explanatory Note: This Amendment is being filed to report that the Reporting Persons have ceased to be the beneficial owners of more than five percent of the outstanding shares of Class A common stock of the "Issuer". This Amendment constitutes an exit filing for the Reporting Persons. This issuer was formerly Columbus Circle Capital Corp I, formerly CUSIP G2296A125.
