[SCHEDULE 13G/A] Cohen Circle Acquisition Corp. I Unit SEC Filing

Rhea-AI Filing Summary

Magnetar Financial LLC and affiliated entities filed Amendment No. 2 to Schedule 13G covering Cohen Circle Acquisition Corp. I (Class A ordinary shares, CUSIP G3730H106).

• Current ownership: 860,000 shares, equal to 3.62 % of outstanding shares as of 30 Jun 2025.
• All voting and dispositive power is shared; none is held solely.
• The filing lists eight Magnetar-managed funds that collectively hold the position, the two largest being Constellation Master Fund (173,684 sh.) and Lake Credit Fund (199,075 sh.).
• Item 5 confirms the group now owns “5 percent or less” of the class, indicating the stake has fallen below the 5 % material-owner threshold since the prior amendment.
• The certification states the shares are held in the ordinary course and not for the purpose of influencing control.

The amendment, signed 08 Aug 2025 by attorney-in-fact Hayley Stein, attaches a joint filing agreement and existing power of attorney.

Positive

• Magnetar retains a meaningful, though reduced, 3.62 % stake, providing continued institutional ownership.

Negative

• The position has fallen below the 5 % threshold, suggesting Magnetar trimmed exposure and lowering potential influence on corporate actions.

Insights

Securities Analyst

TL;DR: Magnetar cut its CCIRU stake to 3.62 %; signal is mildly negative but not materially impactful.

Dropping below the 5 % threshold reduces Magnetar’s reporting burden and voting leverage, implying diminished strategic interest in the SPAC. However, 860 k shares is only c. $9 m assuming a $10 NAV, so liquidity effects are limited. No activist language appears; the filing reiterates passive intent. For investors, the move slightly weakens perceived institutional sponsorship but is unlikely to move the stock absent other catalysts.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Cohen Circle Acquisition Corp. I

(Name of Issuer)

Class A ordinary shares, par value $0.0001

(Title of Class of Securities)

G3730H106

(CUSIP Number)

06/30/2025

(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. G3730H106

1

Names of Reporting Persons

MAGNETAR FINANCIAL 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 860,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 860,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

860,000.00

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)

3.62 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. G3730H106

1

Names of Reporting Persons

MAGNETAR CAPITAL PARTNERS 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 860,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 860,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

860,000.00

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)

3.62 %

12

Type of Reporting Person (See Instructions)

HC, PN

SCHEDULE 13G

CUSIP No. G3730H106

1

Names of Reporting Persons

SUPERNOVA MANAGEMENT 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 860,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 860,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

860,000.00

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)

3.62 %

12

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13G

CUSIP No. G3730H106

1

Names of Reporting Persons

DAVID J. SNYDERMAN

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 860,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 860,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

860,000.00

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)

3.62 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cohen Circle Acquisition Corp. I
(b)	Address of issuer's principal executive offices: 2929 ARCH STREET STE 1703 PHILADELPHIA, PA, 19104
Item 2.
(a)	Name of person filing: This statement is filed on behalf of each of the following person (collectively, the "Reporting Persons"): i) Magnetar Financial LLC ("Magnetar Financial"); ii) Magnetar Capital Partners LP (Magnetar Capital Partners"); iii)Supernova Management LLC ("Supernova Management"); and iv) David J. Snyderman ("Mr. Snyderman"). This statement relates to the Shares (as defined herein) held for Magnetar Constellation Master Fund, Ltd ("Constellation Master Fund"), Magnetar Xing He Master Fund Ltd ("Xing He Master Fund"), Magnetar SC Fund Ltd ("SC Fund"), Purpose Alternative Credit Fund Ltd ("Purpose Credit Fund"), all Cayman Islands exempted companies; Magnetar Structured Credit Fund, LP ("Structured Credit Fund") a Delaware limited partnership; Magnetar Alpha Star Fund LLC ("Alpha Star Fund"), Magnetar Lake Credit Fund LLC ("Lake Credit Fund"), Purpose Alternative Credit Fund - T LLC ("Purpose Credit Fund - T"), all Delaware limited liability companies; collectively (the "Magnetar Funds"). Magnetar Financial serves as the investment adviser to the Magnetar Funds, and as such, Magnetar Financial exercises voting and investment power over the Shares held for the Magnetar Funds' accounts. Magnetar Capital Partners serves as the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital Partners. The manager of Supernova Management is Mr. Snyderman.
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of Magnetar Financial, Magnetar Capital Partners, Supernova Management, and Mr. Snyderman is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201.
(c)	Citizenship: Place of Organization. i) Magnetar Financial is a Delaware limited liability company; ii) Magnetar Capital Partners is a Delaware limited partnership; iii) Supernova Management is a Delaware limited liability company; and iv) Mr. Snyderman is a citizen of the United States of America.
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001
(e)	CUSIP No.: G3730H106
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: As of June 30, 2025, each of Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman held 860,000 Shares. The amount consists of (A) 173,684 Shares held for the account of Constellation Master Fund; (B) 199,075 Shares held for the account of Lake Credit Fund; (C) 120,822 Shares held for the account of Structured Credit Fund; (D) 113,269 Shares held for the account of Xing He Master Fund; (E) 95,831 Shares held for the account of Alpha Star Fund; (F) 85,842 Shares held for the account of Purpose Credit Fund; (G) 52,854 Shares held for the account of SC Fund; and (H) 19,073 Shares held for the account Purpose Credit Fund - T. The Shares held by the Magnetar Funds represent approximately 3.62% of the total number of Shares outstanding (calculated pursuant to Rule 13d-3(d)(1)(i)) of the outstanding shares of the Issuer).
(b)	Percent of class: As of June 30, 2025, each of the Reporting Persons were deemed to be the beneficial owner constituting approximately 3.62% of the total number of shares outstanding (based upon the information provided by the Issuer in its Form 10-Q filed with the SEC as of March 31, 2025, there were approximately 23,715,000 Shares outstanding as of May 13, 2025).
(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: 860,000
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 860,000
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.
	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 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.

MAGNETAR FINANCIAL LLC

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

MAGNETAR CAPITAL PARTNERS LP

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

SUPERNOVA MANAGEMENT LLC

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

DAVID J. SNYDERMAN

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

Comments accompanying signature: MAGNETAR FINANCIAL LLC BY: Magnetar Capital Partners LP, its Sole Member BY: Supernova Management LLC, its General Partner MAGNETAR CAPITAL PARTNERS LP By: Supernova Management LLC, its General Partner

Exhibit Information

99.1 Joint Filing Agreement, dated as of August 8, 2025, among the Reporting Persons. 99.2 Power of Attorney, dated as of December 22, 2022 filed by the Reporting Persons on August 8, 2025.

FAQ

How many Cohen Circle Acquisition Corp. I shares does Magnetar own?

As of 30 Jun 2025, Magnetar entities collectively hold 860,000 Class A shares.

What percentage of CCIRU’s outstanding shares does this represent?

The holding equals 3.62 % of the 23.7 million shares outstanding.

Did Magnetar increase or decrease its stake?

The filing notes Item 5 “ownership of 5 percent or less,” indicating the stake decreased below 5 % since the prior amendment.

Does Magnetar have sole voting power over the shares?

No. Magnetar reports 0 shares with sole voting power; all 860,000 shares are held with shared voting/dispositive power.

Why did Magnetar file a Schedule 13G/A if its stake is below 5 %?

An amendment is required to report material changes, including falling below the 5 % threshold, to keep ownership disclosures current.