CDT Equity Inc. Schedule 13G discloses that a group of related reporting persons collectively report 9.9% beneficial ownership of Common Stock as of 02/17/2026.
The filing shows 255,657 shares as the number with shared voting and dispositive power, Ascent directly holds 204,031 shares, and the ownership percentages are calculated using 2,303,490 shares outstanding and up to 51,626 shares issuable under a Directed Stock Purchase Agreement subject to a 9.99% ownership blocker.
Positive
None.
Negative
None.
Insights
Group reports a coordinated 9.9% stake with shared control across related entities.
The filing lists correlated entities—Ascent, AP, Dominion affiliates, Masada, and three individuals—reporting shared voting and dispositive power over 255,657 shares and direct Ascent holdings of 204,031 shares as of 02/17/2026.
Ownership percentages are calculated using 2,303,490 shares outstanding and reflect up to 51,626 additional shares issuable under the Directed Stock Purchase Agreement, subject to a stated 9.99% Blocker; subsequent filings may clarify allocation and any transfers.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
CDT Equity Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
20678X304
(CUSIP Number)
02/17/2026
(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)
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Ascent Partners Fund 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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of common stock, par value 0.0001 per share of the issuer (the "Common Stock") set forth on rows (6), (8) and (9) above includes, up to the Blocker (as defined in this footnote) amount, the purchase of Common Stock by the reporting person pursuant to that certain Directed Stock Purchase Agreement, dated as of January 16, 2026, between the issuer and the reporting person (the "ELOC Agreement") held directly by the reporting person. The ELOC Agreement is subject to a provision contained therein limiting beneficial ownership to an aggregate maximum of 9.99% (the "Blocker").
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in its Registration Statement on Form S-3 filed with the U.S. Securities and Exchange Commission on January 29, 2026 (the "Form S-3"), and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, each to be directly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Ascent Partners 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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Dominion Capital 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
CONNECTICUT
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Dominion Capital 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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Dominion Capital 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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Masada Group 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
FLORIDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Mikhail Gurevich
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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Gennadiy Gurevich
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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
CUSIP No.
20678X304
1
Names of Reporting Persons
Alon Brenner
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
255,657.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
255,657.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
255,657.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: The percentage set forth on row (11) above and the number of shares of Common Stock set forth on rows (6), (8) and (9) above includes, up to the Blocker amount, the purchase of Common Stock pursuant to the ELOC agreement to be held indirectly by the reporting person. The ELOC Agreement is subject to the Blocker.
In Row (11) the percentage is based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in the Form S-3, and (ii) 18,518,518 shares of Common Stock issuable by the issuer, up to the Blocker amount, pursuant to the ELOC Agreement, and to be indirectly held by the reporting person.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
CDT Equity Inc.
(b)
Address of issuer's principal executive offices:
4851 Tamiami Trail North, Suite 200, Naples, Florida 34103
Item 2.
(a)
Name of person filing:
(i) Ascent Partners Fund LLC, a Delaware limited liability company ("Ascent");
(ii) Ascent Partners LLC, a Delaware limited liability company ("AP");
(iii) Dominion Capital LLC, a Connecticut limited liability company ("Dominion");
(iv) Dominion Capital GP LLC, a Delaware limited liability company ("Dominion GP");
(v) Dominion Capital Holdings LLC, a Delaware limited liability company ("Dominion Holdings");
(vi) Masada Group Holdings LLC, a Florida limited liability company ("Masada");
(vii) Mikhail Gurevich;
(viii) Gennadiy Gurevich; and
(ix) Alon Brenner.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons". Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 1 to this Schedule 13G, pursuant to which such Reporting Persons have agreed to file this Schedule 13G and all subsequent amendments to the Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act.
The filing of this Schedule 13G should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the shares of Common Stock reported herein.
(b)
Address or principal business office or, if none, residence:
19505 Biscayne Blvd., Suite 2350, Aventura, FL 33180
(c)
Citizenship:
Each of Ascent, AP, Dominion GP and Dominion Holdings is a Delaware limited liability company. Dominion is a Connecticut limited liability company. Masada is a Florida limited liability company. Each of Mikhail Gurevich, Gennadiy Gurevich, and Alon Brenner is a citizen of the United States.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
20678X304
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:
The information required by this item with respect to each reporting person is set forth on rows 5 through 9 and 11 of the cover page to this Schedule 13G and is incorporated herein by reference for each such reporting person.
The ownership percentages reported are based on (i) 2,303,490 shares of Common Stock outstanding, as reported by the issuer in its Registration Statement on Form S-3 filed with the U.S. Securities and Exchange Commission on January 29, 2026 (the "Form S-3"), including 204,031 shares of Common Stock issued on February 17, 2026 to and directly held by Ascent Partners Fund LLC ("Ascent"), and (ii) shares of Common Stock issued pursuant to that certain Directed Stock Purchase Agreement, dated as of January 16, 2026, between the issuer and Ascent (the "ELOC Agreement"), each subject to a provision contained therein limiting beneficial ownership to an aggregate maximum of 9.99% (the "Blocker").
Due to the Blocker, Ascent is currently prohibited from purchasing all of the shares of Common Stock that may otherwise be sold pursuant to the ELOC Agreement. The percentage set forth on row (11) and the number of shares of Common Stock set forth on rows (6), (8) and (9) of the cover page for each reporting person give effect to the Blocker in the ELOC Agreement. Consequently, as of February 17, 2026, each of the reporting persons are not deemed to be beneficial owners of the full amount of shares of Common Stock issuable pursuant to the ELOC Agreement.
As of February 17, 2026, Ascent holds directly 204,031 shares. In addition, as of February 17, 2026, there are 51,626 shares of Common Stock issuable pursuant to the ELOC Agreement, with such amount being the maximum issuable pursuant to the Blocker. The shares held directly by Ascent and the remaining shares issuable (up to the Blocker) pursuant to the ELOC Agreement are collectively referred to herein as the "Shares".
Each of Mikhail Gurevich and Gennadiy Gurevich manages Dominion Holdings, Dominion GP, Dominion Capital, AP and Ascent. Dominion Holdings manages Dominion GP, Dominion Capital, AP and Ascent. Dominion GP manages Dominion Capital, AP and Ascent. Dominion Capital manages AP and Ascent. Alon Brenner manages Masada, AP and Ascent. Masada manages AP and Ascent. AP manages Ascent.
Ascent has the power to dispose of and the power to vote the shares of Common Stock beneficially owned by it. Each of Mikhail Gurevich, Gennadiy Gurevich, Dominion Holdings, Dominion GP, Dominion, Alon Brenner, Masada and AP may be deemed to beneficially own, and have the power to vote, the shares of Common Stock beneficially owned by Ascent and the other companies they are listed above as managing.
(b)
Percent of class:
9.9 %
(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:
255,657 shares of Common Stock
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
255,657 shares of Common Stock
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:
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.
Ascent Partners Fund LLC
Signature:
/s/ Ascent Partners Fund LLC
Name/Title:
Mikhail Gurevich, signatory for Managing Member of Managing Member
Date:
02/18/2026
Ascent Partners LLC
Signature:
/s/ Ascent Partners LLC
Name/Title:
Mikhail Gurevich, signatory for Managing Member
Date:
02/18/2026
Dominion Capital LLC
Signature:
/s/ Dominion Capital LLC
Name/Title:
Mikhail Gurevich, Managing Member of Dominion Capital Holdings LLC, Manager of Dominion Capital GP LLC, Manager of Dominion Capital LLC
Date:
02/18/2026
Dominion Capital GP LLC
Signature:
/s/ Dominion Capital GP LLC
Name/Title:
Mikhail Gurevich, Managing Member of Dominion Capital Holdings LLC
What stake does the CDT (CDT) reporting group disclose?
The group reports 9.9% beneficial ownership of Common Stock as of 02/17/2026. This percentage uses 2,303,490 shares outstanding and includes shares issuable subject to a 9.99% ownership blocker.
How many shares does Ascent Partners directly hold in CDT?
Ascent Partners directly holds 204,031 shares of Common Stock as of 02/17/2026. The filing shows additional shares are issuable under a Directed Stock Purchase Agreement, constrained by the 9.99% Blocker.
What is the shared voting and dispositive power reported?
The reporting group discloses shared voting power and shared dispositive power over 255,657 shares. These shared powers reflect coordinated control among the named entities and individuals in the joint filing agreement.
How were the ownership percentages calculated in the filing?
Percentages are calculated using 2,303,490 shares outstanding reported in the Form S-3 and up to 18,518,518 potential issuable shares referenced in the agreement, capped by the 9.99% Blocker resulting in 51,626 shares issuable under the Blocker.
Who are the reporting persons named in the Schedule 13G?
The reporting persons include Ascent Partners Fund LLC, Ascent Partners LLC, Dominion Capital entities, Masada Group Holdings LLC, and individuals Mikhail Gurevich, Gennadiy Gurevich, and Alon Brenner, who signed a Joint Filing Agreement.
