Tenor discloses 450,000-share (2.2%) stake in CEPO in Schedule 13G/A

Rhea-AI Filing Summary

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.

Positive

• Clear disclosure of the position: 450,000 shares representing 2.2% of Class A ordinary shares
• Ownership chain transparency: shares held by Tenor Opportunity Master Fund with Tenor Capital as manager and Robin Shah as affiliated manager/authorized signatory

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine passive disclosure—Tenor reports a 2.2% stake (450,000 shares) with shared voting/dispositive power; no control asserted.

The Schedule 13G/A presents a standard passive ownership disclosure. The 450,000 shares equal 2.2% of the outstanding Class A based on the issuer's 20.5 million share count, which places the position below the 5% materiality threshold and is unlikely to affect corporate control or trigger strategic change. The filing clarifies the ownership chain: the shares are held by Tenor Opportunity Master Fund, Ltd., managed by Tenor Capital, with Robin Shah as an affiliated manager/authorized signatory. The declaration of zero sole voting and dispositive power is consistent with a non-control, investment-manager relationship. Impact: Not impactful to governance or strategic direction.

Corporate Governance Expert

TL;DR: Disclosure is clear on shared authority and disclaimers; position is passive and below reporting thresholds for control.

The filing provides transparent attribution of voting and dispositive authority to affiliated reporting persons while explicitly disclaiming beneficial ownership beyond pecuniary interest. By reporting shared voting and dispositive power over 450,000 shares and no sole control, the document signals a passive investor relationship rather than an activist or controlling intent. For governance purposes this is a routine disclosure that informs stakeholders of an identifiable investor stake without indicating any change in control dynamics. Impact: Not impactful for board composition or corporate strategy.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Cantor Equity Partners I, Inc.

(Name of Issuer)

Class A ordinary share, par value $0.0001 per share

(Title of Class of Securities)

G1827K107

(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. G1827K107

1

Names of Reporting Persons

Tenor Capital Management Company, L.P.

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 450,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 450,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

450,000.00

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)

2.2 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP No. G1827K107

1

Names of Reporting Persons

Tenor Opportunity Master Fund, Ltd.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 450,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 450,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

450,000.00

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)

2.2 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP No. G1827K107

1

Names of Reporting Persons

Robin Shah

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 450,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 450,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

450,000.00

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)

2.2 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cantor Equity Partners I, Inc.
(b)	Address of issuer's principal executive offices: 110 East 59th Street New York, NY 10022
Item 2.
(a)	Name of person filing: Tenor Capital Management Company, L.P. Tenor Opportunity Master Fund, Ltd. Robin Shah
(b)	Address or principal business office or, if none, residence: 810 Seventh Avenue, Suite 1905, New York, NY 10019
(c)	Citizenship: Tenor Capital Management Company, L.P. - Delaware Tenor Opportunity Master Fund, Ltd. - Cayman Islands Robin Shah - USA
(d)	Title of class of securities: Class A ordinary share, par value $0.0001 per share
(e)	CUSIP No.: G1827K107
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: Tenor Capital Management Company, L.P. - 2.2% Tenor Opportunity Master Fund, Ltd. - 2.2% Robin Shah - 2.2% The Class A Ordinary Shares (the "Shares") reported herein are held by Tenor Opportunity Master Fund, Ltd. (the "Master Fund"). Tenor Capital Management Company, L.P. ("Tenor Capital") serves as the investment manager to the Master Fund. Robin Shah serves as the managing member of Tenor Management GP, LLC, the general partner of Tenor Capital. By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares owned directly by the Master Fund. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares reported herein except to the extent of the Reporting Person's pecuniary interest therein. The percentages herein are calculated based upon a statement in the Issuer's 10-Q, filed on May 15, 2025 indicating that there are 20,500,000 Shares issued and outstanding as of the date of the filing.
(b)	Percent of class: Tenor Capital Management Company, L.P. - 2.2% Tenor Opportunity Master Fund, Ltd. - 2.2% Robin Shah - 2.2%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(ii) Shared power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 450,000 Tenor Opportunity Master Fund, Ltd. - 450,000 Robin Shah - 450,000
	(iii) Sole power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(iv) Shared power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 450,000 Tenor Opportunity Master Fund, Ltd. - 450,000 Robin Shah - 450,000
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 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.

Tenor Capital Management Company, L.P.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Managing Member of its general partner, Tenor Management GP, LLC
Date:	08/13/2025

Tenor Opportunity Master Fund, Ltd.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Authorized Signatory
Date:	08/13/2025

Robin Shah

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah
Date:	08/13/2025

Exhibit Information

EXHIBIT I - JOINT FILING STATEMENT

FAQ

How many CEPO shares does Tenor report owning?

450,000 shares, representing 2.2% of the Class A ordinary shares reported by the issuer.

Who holds the reported CEPO shares and who manages them?

The shares are held by Tenor Opportunity Master Fund, Ltd., with Tenor Capital Management Company, L.P. serving as investment manager and Robin Shah named as an affiliated managing member/authorized signatory.

Does Tenor or the reporting persons have sole voting or dispositive power over the CEPO shares?

No. The filing shows 0 sole voting power and 0 sole dispositive power; the reporting persons report shared voting and dispositive power over 450,000 shares.

Is the reported stake above the 5% threshold that typically signals material ownership?

No. The reported 2.2% stake is below the 5% materiality threshold and the filing explicitly states ownership of 5 percent or less of a class.

Does the filing indicate the shares were acquired to influence control of CEPO?

No. The certification states the securities were not acquired and are not held for the purpose of changing or influencing control of the issuer.