Cantor Equity (CEPO) Schedule 13D/A: Lutnick Ceases Beneficial Ownership

Rhea-AI Filing Summary

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.

Positive

• Clear disclosure of divestiture and cessation of reporting obligations as of 10/06/2025
• Zero beneficial ownership confirmed (0 voting and dispositive power)

Negative

• None.

Insights

Corporate Governance Analyst

Reporting person removed after divestiture; governance links to prior ownership end.

The amendment records a formal end to a prior ownership stake: the reporting person now reports 0 voting and dispositive power over the ordinary shares. This removes a named insider from public beneficial-ownership disclosures connected to the issuer.

Key dependencies include any residual indirect influence through entities not disclosed here; absent such disclosures, the immediate governance impact is limited to the loss of a listed beneficial owner as of 10/06/2025. Monitor subsequent filings for any related party statements or new reporting persons.

Regulatory Compliance Specialist

Filing documents a divestiture tied to a government appointment; it finalizes prior amendments.

The Schedule 13D/A updates prior submissions to reflect completion of a sale and confirms cessation of reporting obligations by Mr. Lutnick. The document cites the sale of interests in Cantor and CFGM as the triggering events for the amendment.

Regulatory relevance is procedural: this is a close-out amendment finalizing disclosure obligations as of 10/06/2025. Investors should watch for any new Schedule 13 filings if other related parties acquire or control shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Cantor Equity Partners I, Inc.

(Name of Issuer)

Class A Ordinary Shares, $0.0001 par value

(Title of Class of Securities)

G1827K107

(CUSIP Number)

Brandon Lutnick
Cantor EP Holdings I, LLC, 110 East 59th Street
New York, NY, 10022
212-938-5000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/06/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. G1827K107

1

Name of reporting person

LUTNICK HOWARD W

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.00 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Ordinary Shares, $0.0001 par value
(b)	Name of Issuer: Cantor Equity Partners I, Inc.
(c)	Address of Issuer's Principal Executive Offices: 110 East 59th Street, New York, NEW YORK , 10022.
Item 1 Comment: This Amendment No. 2B (this "Amendment") amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission (the "SEC") on January 13, 2025 (the "Original Schedule 13D"), as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on May 20, 2025 ("Amendment No. 1" and, together with the Original Schedule 13D, the "Prior Schedule 13D") by Cantor EP Holdings I, LLC, a Delaware limited liability company (the "Sponsor"), Cantor Fitzgerald, L.P., a Delaware limited partnership ("Cantor"), CF Group Management, Inc., a New York corporation ("CFGM") and Howard W. Lutnick, and Amendment No. 2A to the Original Schedule 13D, dated October 6, 2025, filed by the Sponsor, Cantor, CFGM and Brandon G. Lutnick, relating to their beneficial ownership of Class A ordinary shares, par value $0.0001 per share, of the Issuer ("Class A Ordinary Shares") and Class B ordinary shares, par value $0.0001 per share, of the Issuer ("Class B Ordinary Shares" and, together with the Class A Ordinary Shares, the "Ordinary Shares"). Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Prior Schedule 13D. This Amendment No. 2B is being filed solely by Howard W. Lutnick to indicate that he no longer has any voting or dispositive power of the securities of the Issuer and therefore shall cease to be a Reporting Person.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented with the following: Completion of Howard W. Lutnick Divestiture In accordance with the transactions described in Amendment No. 1, Mr. Howard W. Lutnick, the U.S. Secretary of Commerce, has completed his previously announced divestiture of his holdings in Cantor and CFGM in connection with his appointment as the U.S. Secretary of Commerce. The sale of such interests was completed on October 6, 2025, and as a result, Mr. Howard W. Lutnick no longer has any voting or dispositive power over any of the securities of the Issuer and is filing this Amendment as a final amendment to reflect his zero ownership.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated as follows: As of October 6, 2025, Mr. Howard Lutnick does not beneficially own any Ordinary Shares.
(b)	Number of Ordinary Shares beneficially owned as to which Howard W. Lutnick has: (i) sole power to vote or direct the vote: 0 (ii) shared power to vote or direct the vote: 0 (iii) sole power to dispose or to direct the disposition: 0 (iv) shared power to dispose of or to direct the disposition: 0
(c)	See Item 4 of this Amendment, of Amendment No. 1 and of Amendment No. 2A, which are each incorporated by reference herein.
(d)	Not applicable.
(e)	As of October 6, 2025, Mr. Howard W. Lutnick ceased to be a beneficial owner of more than 5% of the outstanding Ordinary Shares.

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.

LUTNICK HOWARD W

Signature:	/s/ Howard W. Lutnick
Name/Title:	Howard W. Lutnick
Date:	10/06/2025

FAQ

What did the Schedule 13D/A filed for CEPO disclose?

It discloses that Howard W. Lutnick completed a divestiture and as of 10/06/2025 holds 0 voting and dispositive power in the issuer.

Does Howard W. Lutnick still beneficially own more than 5% of CEPO?

No. The filing states that as of 10/06/2025 he ceased to be a beneficial owner of more than 5% of the outstanding ordinary shares.

Why was this Schedule 13D/A filed?

To amend prior Schedule 13D filings and formally report that Mr. Lutnick no longer has voting or dispositive power following the sale of his interests in Cantor and CFGM.

When did the divestiture that triggered this filing complete?

The sale of interests was completed on 10/06/2025, which is the effective date reported in the amendment.

Will this filing change Cantor Equity Partners I, Inc.'s disclosures about other related parties?

The filing only reflects Mr. Lutnick's change in status; any changes for other related parties would require separate Schedule 13 filings if they acquire or control shares.