[SCHEDULE 13G/A] Cantor Equity Partners III, Inc. Amended Passive Investment Disclosure
TD group reports 0% stake in Cantor Equity Partners
TD Securities (USA) LLC, Toronto Dominion Holdings USA Inc., TD Group US Holdings LLC, and The Toronto-Dominion Bank jointly report on Schedule 13G/A (Amendment No. 2) regarding Cantor Equity Partners III, Inc. Class A ordinary shares.
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TD Securities (USA) LLC, Toronto Dominion Holdings USA Inc., TD Group US Holdings LLC, and The Toronto-Dominion Bank jointly report on Schedule 13G/A (Amendment No. 2) regarding Cantor Equity Partners III, Inc. Class A ordinary shares.
The filing states that these reporting persons beneficially own 0 Class A ordinary shares, representing 0% of the class, with no sole or shared voting or dispositive power over any shares. Each entity’s citizenship or organization (Delaware for the U.S. entities and Canada at the federal level for The Toronto-Dominion Bank) is identified, and the group confirms ownership of 5% or less of the class. A joint filing agreement under Rule 13d-1(k) documents that the Schedule 13G/A is filed on behalf of all four entities.
Key Figures
Beneficially owned shares:0Percent of class:0%Sole voting power:0+2 more
5 metrics
Beneficially owned shares0Class A ordinary shares of Cantor Equity Partners III, Inc.
Percent of class0%Reported ownership of Cantor Equity Partners III, Inc. Class A shares
Sole voting power0Each TD reporting person’s sole power to vote CAEP Class A shares
Shared voting power0Each TD reporting person’s shared power to vote CAEP Class A shares
Filing date of joint agreementAugust 12, 2026Date on the joint filing agreement for the Schedule 13G/A
"This will confirm the agreement by and among the undersigned that the filed"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
beneficial ownershipfinancial
"with respect to the beneficial ownership by the undersigned of the ordinary 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.
Joint Filing Agreementregulatory
"Exhibit I JOINT FILING AGREEMENT This will confirm the agreement"
parent holding companyfinancial
"If a parent holding company has filed this schedule, pursuant to (ii)(G)"
sole dispositive powerfinancial
"Sole Dispositive Power 0.00 8 | Shared Dispositive Power 0.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does CAEP’s Schedule 13G/A Amendment No. 2 disclose about TD’s ownership?
It discloses that the TD-related reporting persons have 0 beneficial ownership of Cantor Equity Partners III, Inc. Class A shares, representing 0% of the class, with no sole or shared voting or dispositive power over any shares.
Which entities are reporting on CAEP in this Schedule 13G/A/A?
The reporting persons are TD Securities (USA) LLC, Toronto Dominion Holdings USA Inc., TD Group US Holdings LLC, and The Toronto-Dominion Bank, filing jointly with respect to Cantor Equity Partners III, Inc. Class A ordinary shares.
How many CAEP Class A shares do the TD entities report owning?
They report beneficial ownership of 0 Class A ordinary shares of Cantor Equity Partners III, Inc., and therefore indicate 0% of the outstanding class, with no voting or dispositive power over any shares.
What percentage of CAEP’s Class A shares do the TD entities report?
They report a 0% ownership of Cantor Equity Partners III, Inc. Class A ordinary shares and affirm that they are the owners of 5 percent or less of this class of securities.
What is the purpose of the joint filing agreement in this CAEP Schedule 13G/A?
The joint filing agreement confirms that the Schedule 13G/A regarding beneficial ownership of Cantor Equity Partners III, Inc. ordinary shares is filed on behalf of all four TD-related entities in accordance with Rule 13d-1(k).
Where are the principal offices of the TD reporting entities related to CAEP?
TD Securities (USA) LLC and Toronto Dominion Holdings USA Inc. list One Vanderbilt Avenue, New York, NY 10017; TD Group US Holdings LLC lists 251 Little Falls Drive, Wilmington, Delaware 19808; The Toronto-Dominion Bank lists its Toronto-Dominion Centre address in Toronto, Canada.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
CANTOR EQUITY PARTNERS III, INC.
(Name of Issuer)
Class A ordinary shares, par value $0.0001 per share
(Title of Class of Securities)
G1828A108
(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):
G1828A108
1
Names of Reporting Persons
TD SECURITIES (USA) 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
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)
BD
SCHEDULE 13G
CUSIP Number(s):
G1828A108
1
Names of Reporting Persons
Toronto Dominion Holdings USA Inc.
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)
HC
SCHEDULE 13G
CUSIP Number(s):
G1828A108
1
Names of Reporting Persons
TD Group US 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
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)
HC
SCHEDULE 13G
CUSIP Number(s):
G1828A108
1
Names of Reporting Persons
The Toronto-Dominion Bank
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
CANADA (FEDERAL LEVEL)
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)
FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
CANTOR EQUITY PARTNERS III, INC.
(b)
Address of issuer's principal executive offices:
110 EAST 59TH STREET, New York, NEW YORK
10022
Item 2.
(a)
Name of person filing:
TD SECURITIES (USA) LLC
Toronto Dominion Holdings USA Inc.
TD Group US Holdings LLC
The Toronto-Dominion Bank
(b)
Address or principal business office or, if none, residence:
ONE VANDERBILT AVENUE
NEW YORK, New York
10017
The address of TD Securities (USA) LLC's ("TDS") principal office and Toronto Dominion Holdings (USA), Inc.'s ("TDH") principal office is One Vanderbilt Avenue, New York, New York 10017. The address of TD Group US Holdings LLC's ("TD GUS") principal office is 251 Little Falls Drive, Wellington, Delaware 19808. The address of Toronto Dominion Bank's ("TD Bank") principal office is Toronto-Dominion Centre, 66 Wellington Street West, 12th Floor, TD Tower, Toronto, Ontario, Canada M5K 1A2.
(c)
Citizenship:
TD SECURITIES (USA) LLC - DELAWARE
Toronto Dominion Holdings USA Inc. - DELAWARE
TD Group US Holdings LLC - DELAWARE
The Toronto-Dominion Bank - CANADA (FEDERAL LEVEL)
(d)
Title of class of securities:
Class A ordinary shares, par value $0.0001 per share
(e)
CUSIP No.:
G1828A108
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).
Bank
Item 4.
Ownership
(a)
Amount beneficially owned:
0
(b)
Percent of class:
0 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
TD SECURITIES (USA) LLC - 0
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
(ii) Shared power to vote or to direct the vote:
TD SECURITIES (USA) LLC - 0
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
(iii) Sole power to dispose or to direct the disposition of:
TD SECURITIES (USA) LLC - 0
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
(iv) Shared power to dispose or to direct the disposition of:
TD SECURITIES (USA) LLC - 0
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
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.
TD Securities (USA) LLC
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 acquired and are held in the ordinary course of business and 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.
TD SECURITIES (USA) LLC
Signature:
Christina Petrou
Name/Title:
Christina Petrou / Executive Vice President and Chief Operating Officer
Date:
08/12/2026
Toronto Dominion Holdings USA Inc.
Signature:
Christina Petrou
Name/Title:
Christina Petrou / Executive Vice President and Chief Operating Officer
Date:
08/12/2026
TD Group US Holdings LLC
Signature:
Andre Ramos
Name/Title:
Andre Ramos / US Chief Financial Officer
Date:
08/12/2026
The Toronto-Dominion Bank
Signature:
Christina Petrou
Name/Title:
Christina Petrou / Executive Vice President and Chief Operating Officer
Date:
08/12/2026
Exhibit Information
Exhibit I
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the ordinary shares of Cantor Equity Partners III, Inc. will be filed on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Dated: August 12, 2026
TD SECURITIES (USA) LLC
By: /s/ Christina Petrou
Title: Executive Vice President & Chief Operating Officer
TORONTO DOMINION HOLDINGS USA, INC.
By: /s/ Christina Petrou
Title: Executive Vice President & Chief Operating Officer
TD GROUP US HOLDINGS LLC
By: /s/ Andre Ramos
Title: US Chief Financial Officer
THE TORONTO-DOMINION BANK
By: /s/ Christina Petrou
Title: Executive Vice President & Chief Operating Officer
