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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): October 15, 2026 (October 14, 2026)
CANTOR
EQUITY PARTNERS VII, INC.
(Exact
name of registrant as specified in its charter)
| Cayman
Islands |
|
001-43356 |
|
98-1601092 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
110
East 59th Street
New
York, NY 10022
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (212) 938-5000
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Class A ordinary shares,
par value $0.0001 per share |
|
CAES |
|
The Nasdaq Stock Market
LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
(d)
Appointment of Directors.
Effective
October 14, 2026, the board of directors (the “Board”) of Cantor Equity Partners VII, Inc. (the “Company”)
appointed Alan Riffkin as a member of the Board. Mr. Riffkin will serve as a Class I director. Additionally, effective October 14, 2026,
the Board appointed Mr. Riffkin as a member of the audit committee of the Board and a member of the compensation committee of the Board.
Mr.
Riffkin is an accomplished executive with extensive leadership experience in finance and real estate. Mr. Riffkin is the Managing Member,
since December 2020, of AFR Capital Advisory LLC, a strategic advisor to real estate owners and operators. Mr. Riffkin also serves, since
March 2024, as the Executive Chairman and Treasurer of AirWave Lease Insights, a private company that helps commercial landlords recover
property taxes owed from their rooftop cellular tenants. Mr. Riffkin has also served as a director of Cantor Equity Partners IV, Inc.
since February 2026. Mr. Riffkin previously was a member of the Board of Directors of Resource REIT, Inc., an SEC registered, non-listed
company from August 2021 until its multi-billion dollar sale in May 2022. From 2003 to December 2019, Mr. Riffkin held positions as Director
to Managing Director of the Real Estate Investment Banking Group at Lazard Freres & Co LLC. From 1994 to 2003, he held positions
as Associate to Vice President of the Real Estate, Technology and Industrial Groups in the Investment Banking Division of Goldman Sachs
& Co. Prior to that, Mr. Riffkin held positions as Account Officer to Senior Account Officer at Citicorp in the Real Estate Division
from 1988 to 1992. Mr. Riffkin was a Governing Trustee of the Urban Land Institute from 2017 - 2022. Mr. Riffkin received a Bachelor
of Science degree from Cornell University and a Master of Business Administration from the Wharton School of the University of Pennsylvania.
The Company believes that Mr. Riffkin is qualified to serve as a member of the Board due to his extensive experience in finance and business
management.
In
connection with the appointment of Mr. Riffkin, the Board approved the compensation to be paid to Mr. Riffkin for serving as a member
of the Board of $50,000 per year, paid quarterly.
There
are no family relationships between Mr. Riffkin and any director, executive officer, or person nominated or chosen by the Company to
become an executive officer of the Company.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Dated:
October 15, 2026
| |
CANTOR
EQUITY PARTNERS VII, INC. |
| |
|
| |
By: |
/s/
Brandon G. Lutnick |
| |
Name: |
Brandon G.
Lutnick |
| |
Title: |
Chief Executive Officer |
[Signature
Page to Form 8-K of Cantor Equity Partners VII, Inc. – Appointment of New Director]
