Ross Berner reports 5.4% stake in Cardinal Infrastructure

Cardinal Infrastructure Group Inc. reported a significant shareholder position held by Ross Berner.

Accepted by SEC EDGAR 02/17/2026 - 05:15 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Cardinal Infrastructure Group Inc. reported a significant shareholder position held by Ross Berner. As of December 31, 2025, Berner beneficially owned 804,405 shares of the company’s Class A common stock, representing 5.4% of the 14,947,318 shares outstanding on that date.

Berner has sole voting and sole dispositive power over all 804,405 shares, with no shared voting or investment authority and no indication that the holdings are on behalf of other parties.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of Cardinal Infrastructure Group Inc. (CDNL) does Ross Berner own?

Ross Berner beneficially owns 5.4% of Cardinal Infrastructure Group Inc.’s Class A common stock. This percentage is based on 804,405 shares held by him compared with 14,947,318 shares outstanding as of December 31, 2025.

How many Cardinal Infrastructure Group Inc. (CDNL) shares does Ross Berner beneficially own?

Ross Berner beneficially owns 804,405 shares of Cardinal Infrastructure Group Inc. Class A common stock. This stake gives him a 5.4% interest in the company, calculated against 14,947,318 shares outstanding as of December 31, 2025.

Does Ross Berner have sole voting power over his CDNL shares?

Yes. Ross Berner has sole voting power over all 804,405 shares of Cardinal Infrastructure Group Inc. Class A common stock he beneficially owns, with no shared voting authority reported in the Schedule 13G filing.

Does anyone share dispositive power with Ross Berner over his Cardinal Infrastructure Group Inc. shares?

No. The Schedule 13G states that Ross Berner has sole dispositive power over all 804,405 CDNL shares and reports zero shared dispositive power, indicating exclusive control over decisions to sell or transfer these shares.

What triggers this Schedule 13G filing for Cardinal Infrastructure Group Inc. (CDNL)?

The filing is triggered because Ross Berner beneficially owns more than 5% of Cardinal Infrastructure Group Inc.’s Class A common stock. His 804,405 shares represent 5.4% of the 14,947,318 shares outstanding as of December 31, 2025.

Is Ross Berner’s 5.4% CDNL ownership held on behalf of another person or group?

No. The filing indicates the ownership is not on behalf of another person, and items on group membership and ownership on behalf of others are marked not applicable, suggesting the holdings are attributed solely to Ross Berner.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

CARDINAL INFRASTRUCTURE GROUP INC.

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

14154A102

(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. 14154A102

1

Names of Reporting Persons

Ross Berner

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 804,405.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 804,405.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

804,405.00

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)

5.4 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Based on 14,947,318 shares outstanding as of December 31, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: CARDINAL INFRASTRUCTURE GROUP INC.
(b)	Address of issuer's principal executive offices: 100 E. SIX FORKS RD., SUITE 300, RALEIGH, NC. 27609
Item 2.
(a)	Name of person filing: Ross Berner
(b)	Address or principal business office or, if none, residence: c/o Cardinal Infrastructure Group Inc. 100 E. Six Forks Rd. Suite 300 Raleigh, NC. 27609
(c)	Citizenship: United States of America.
(d)	Title of class of securities: Class A Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 14154A102
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 December 31, 2025, the Reporting Persons beneficially owned 804,405 shares of the Issuer's Class A Common Stock
(b)	Percent of class: The 804,405 shares of the Issuer's Class A Common Stock beneficially owned by the Reporting Persons constituted 5.4% of the total number of shares of Class A Common Stock issued and outstanding as of December 31, 2025.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 804,405
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 804,405
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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:
	Not Applicable

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.

Ross Berner

Signature:	/s/ Ross Berner
Name/Title:	Ross Berner
Date:	02/17/2026