Welcome to our dedicated page for Cantor Equity Partners I SEC filings (Ticker: CEPO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission filings for Cantor Equity Partners I, Inc. (CEPO), a special purpose acquisition company sponsored by an affiliate of Cantor Fitzgerald. As an SEC-reporting issuer, CEPO files documents such as its final IPO prospectus, Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and multiple Current Reports on Form 8-K describing material agreements and events.
For CEPO, Form 8-K filings are particularly important. They detail the business combination agreement entered into on July 16, 2025 with BSTR Holdings, Inc. (Pubco), BSTR Intermediate, BSTR Holdings (Cayman), BSTR Newco, LLC and several merger subsidiaries, as well as the related private placement investments. These 8-Ks outline subscription agreements for convertible senior secured notes, perpetual convertible preferred stock, cash equity PIPEs in CEPO Class A ordinary shares, and Bitcoin-funded equity investments in both CEPO and Newco.
Through this filings page, users can review how CEPO discloses the structure and conditions of the proposed business combination, including options for additional convertible notes and preferred stock, registration rights commitments, and contingencies tied to closing. The documents also include standard risk factor and forward-looking statement language and references to forthcoming Registration Statements on Form S-4 and proxy statement/prospectus materials.
Stock Titan enhances these filings with AI-powered summaries that explain key terms in plain language, highlight the sections most relevant to shareholders, and help readers quickly understand complex capital structures and transaction mechanics. Real-time updates from EDGAR ensure that new CEPO filings, including any future 10-K, 10-Q, 8-K or registration statements related to the BSTR transaction, appear promptly with concise AI insights to support deeper review of the full documents.
Cantor Equity Partners I, Inc. Schedule 13D/A states that Howard W. Lutnick has completed a divestiture and no longer holds or controls any Class A or Class B ordinary shares. The filing, effective 10/06/2025, amends prior Schedule 13D filings and confirms Mr. Lutnick has 0 sole or shared voting and dispositive powers and does not beneficially own more than 5% of the outstanding ordinary shares. The amendment is filed solely to record his cessation as a reporting person after the sale of his interests in Cantor and CFGM in connection with his appointment as U.S. Secretary of Commerce.
Cantor EP Holdings I, LLC and affiliates filed Amendment No. 2A to Schedule 13D on Cantor Equity Partners I, Inc. (CEPO), updating control and ownership details. The filing states that Howard W. Lutnick has completed his divestiture of interests in Cantor and CFGM in connection with his government appointment and no longer has voting or dispositive power over CEPO securities.
Trusts controlled by Brandon G. Lutnick acquired all voting shares of CFGM for $200,000, paid in cash. Following this, Brandon G. Lutnick may be deemed to beneficially own 5,500,000 Ordinary Shares held by the Sponsor, consisting of 500,000 Class A and 5,000,000 Class B shares. The filing reports this equals 21.6% of the Issuer’s 25,500,000 Ordinary Shares outstanding as of August 14, 2025. The Class B shares are automatically convertible into Class A on a one-for-one basis at the initial business combination or at the holder’s option.
The reporting group notes no current plans under Item 4 beyond these changes.
Cantor Equity Partners I, Inc. (CEPO) filed a current report describing financing arrangements tied to its planned business combination with BSTR Holdings, Inc. and affiliates. CEPO and Pubco have agreements for a $500 million private placement of 1.00% convertible senior secured notes due five years after closing, a private placement of 300,000 shares of 7.00% perpetual convertible preferred stock with $30 million aggregate principal amount for $25.5 million in cash, and a cash equity PIPE of 40,000,000 CEPO Class A shares for $400 million at $10.00 per share.
Investors also agreed to contribute a total of 5,021.11 Bitcoin through Bitcoin-funded PIPEs into CEPO and Newco, with share and interest amounts determined using a Closing Bitcoin Price and a $10.00 per-share or per-unit reference. On August 28, 2025, one investor’s prior 20 Bitcoin commitment to Newco interests was terminated and re-directed into a CEPO Bitcoin equity PIPE, keeping the overall Bitcoin contribution total unchanged. The report also furnishes an updated investor presentation related to the proposed transactions.
Cantor Equity Partners I, Inc. (CEPO) reported new financing commitments tied to its planned business combination with BSTR Holdings. On August 25, 2025, CEPO and BSTR Holdings, Inc. (“Pubco”) entered August Preferred Stock Subscription Agreements for a private placement of approximately 0.48 million shares of 7.00% perpetual convertible preferred stock with an aggregate principal amount of approximately $48.3 million, at a purchase price of $85.00 per share, for an aggregate purchase price of approximately $41.05 million.
The new preferred shares will be governed by the same certificate of designations as an earlier $30 million principal preferred tranche, and Pubco has agreed to register the resale of these preferred shares and the Pubco Class A stock issuable upon conversion shortly after closing. The filing also notes prior exercises by investors of options to buy additional 1.00% convertible senior secured notes with an aggregate principal amount of $9.323 million, and options to purchase approximately 2.217 million preferred shares with an aggregate principal amount of approximately $221.7 million for a total aggregate purchase price of approximately $188.5 million, all of which remain contingent on closing the broader business combination.
Cantor Equity Partners I, Inc. (CEPO) completed an IPO raising $200,000,000 from 20,000,000 Class A public shares at $10.00 per share and $5,000,000 from a 500,000 share private placement to the Sponsor, with $200,000,000 placed in a U.S. trust account invested in short-term U.S. government securities or money market funds. The Company reports 500,000 Class A shares issued and 20,000,000 Class A shares subject to possible redemption presented as temporary equity and 5,000,000 Class B shares outstanding. As of June 30, 2025 the Company held approximately $203,316,000 in cash equivalents in the Trust Account, had a working capital deficit of about $75,000, recorded interest income of approximately $3,316,000 on trust investments for the six months ended June 30, 2025, and incurred offering and administrative costs including $4,100,000 of underwriting fees and issuance costs allocated to redeemable shares.
Cantor Equity Partners I, Inc. Schedule 13G/A discloses that Tenor Opportunity Master Fund, Ltd. holds 450,000 Class A ordinary shares reported as shared voting and dispositive power, representing 2.2% of the class based on the issuer's stated 20,500,000 shares outstanding. Tenor Capital Management Company, L.P. is identified as the Master Fund's investment manager and Robin Shah is named as the related managing member/authorized signatory.
The filing states no sole voting or dispositive power (0 shares) and that the reporting persons may be deemed to share voting and disposition authority over the 450,000 shares held by the Master Fund. The reporting persons disclaim beneficial ownership except for any pecuniary interest and certify the holdings were not acquired to change or influence control of the issuer.
Cantor Equity Partners I, Inc. is reported to have beneficial ownership held by AQR entities totaling 755,913 Class A ordinary shares (CUSIP G1827K107), equal to 3.69% of the class. The statement shows 0 shares of sole voting or dispositive power and 755,913 shares of shared voting and shared dispositive power.
The filing indicates this position is within the category "ownership of 5 percent or less of a class" and includes a certification that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. Exhibit text discloses the internal relationship among the filers, including a wholly owned subsidiary relationship and deemed control of one reporting entity.
Cantor Equity Partners I, Inc. (Class A ordinary shares, CUSIP G1827K107) is disclosed in a Schedule 13G/A as having 797,691 shares reported by MMCAP International Inc. SPC and MM Asset Management Inc., representing 3.9% of the class. The filing shows both reporting persons hold shared voting power and shared dispositive power for the full amount and report no sole voting or dispositive power.
The filing identifies the reporting entities and their places of organization and confirms this is an ownership disclosure consistent with holdings of 5% or less of the class. No transactions, changes in control intent, or additional economic terms are disclosed in this statement.