Cartesian Growth Corp III (NASDAQ: CGCT) affiliates add 300K shares and 108K warrants
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Cartesian Growth Corp III insider entities associated with Chairman and CEO Peter Yu reported net open-market purchases of both common shares and warrants. An affiliated fund, Pangaea Three‑B, LP, bought 108,535 warrants at $0.69 per warrant, each linked to one Class A ordinary share at a $11.50 exercise price. Pangaea also purchased a total of 300,000 Class A ordinary shares over three days at prices around $10.30 per share, bringing direct Class A holdings reported in this filing to 1,271,000 shares. Sponsor-related vehicles also hold 6,900,000 Class B ordinary shares that automatically convert into Class A shares in connection with an initial business combination, and 4,400,000 private placement warrants. The footnotes state that entities controlled by Mr. Yu may be deemed to share voting and dispositive power over these securities, while he disclaims beneficial ownership beyond his pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Affiliated entities made sizable net open-market purchases in CGCT shares and warrants.
Affiliates of Cartesian Growth Corp III, including Pangaea Three‑B, LP and sponsor-related vehicles, reported buying 300,000 Class A shares at roughly $10.30 and 108,535 warrants at $0.69. These are discretionary open-market transactions coded as purchases.
The filing also shows large existing positions: 6,900,000 Class B founder shares convertible into Class A, plus 4,400,000 private placement warrants exercisable at $11.50 after an initial business combination. Together, this underscores substantial aligned exposure to the post-combination equity.
Because the document does not provide total shares outstanding or transaction values versus company size, it is difficult to gauge materiality relative to the float. However, the net-buy pattern and continued retention of substantial founder and warrant positions signal that associated entities are increasing, not reducing, their economic stake.
Insider Trade Summary
Net Buyer: 408,535 shares ($3,166,289)
Net Buy
7 txns
Insider
CGC III Sponsor LLC, Yu Peter
Role
10% Owner | Chairman and CEO
Bought
408,535 shs ($3.17M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Warrants | 108,535 | $0.69 | $75K |
| Purchase | Class A ordinary shares | 100,000 | $10.303 | $1.03M |
| Purchase | Class A ordinary shares | 100,000 | $10.305 | $1.03M |
| Purchase | Class A ordinary shares | 100,000 | $10.306 | $1.03M |
| holding | Class B ordinary shares | -- | -- | -- |
| holding | Class B ordinary shares | -- | -- | -- |
| holding | Warrants | -- | -- | -- |
Holdings After Transaction:
Warrants — 108,535 shares (Direct);
Class A ordinary shares — 1,271,000 shares (Direct);
Class B ordinary shares — 6,800,000 shares (Direct);
Class B ordinary shares — 100,000 shares (Indirect, See footnote)
Footnotes (1)
- Represents Class A ordinary shares of Cartesian Growth Corporation III (the "Issuer") held directly by Pangaea Three-B, LP ("Pangaea"). Pangaea is controlled by Peter Yu. Consequently, Mr. Yu may be deemed to share voting and dispositive control over the securities held by Pangaea, and thus to share beneficial ownership of such securities. Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. The Class B ordinary shares of the Issuer have no expiration date and will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment, as described in the Registration Statement on Form S-1 (File No. 333-284565) (the "Registration Statement") related to the Issuer's initial public offering (the "IPO"). Represents 6,800,000 Class B ordinary shares held directly by the Sponsor and 100,000 Class B ordinary shares held directly by CGC III Sponsor DirectorCo LLC ("DirectorCo") (of which 90,000 shares are held by DirectorCo for the benefit of the Issuer's independent directors). The Sponsor is the sole managing member of DirectorCo. Pangaea is the sole member of the Sponsor and is controlled by Peter Yu. Consequently, each of Pangaea and Mr. Yu may be deemed to share voting and dispositive control over the securities held by the Sponsor and DirectorCo, and thus to share beneficial ownership of such securities. Each of Pangaea and Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. Each warrant becomes exercisable on the later of one year after the closing of the Issuer's initial public offering or 30 days after the completion of an initial business combination, as described in the Issuer's prospectus filed with the SEC. The warrants expire five years after the completion of an initial business combination, or earlier upon redemption or liquidation, as described in the Issuer's prospectus filed with the SEC. Represents 108,535 warrants held directly by Pangaea. Pangaea is controlled by Peter Yu. Consequently, Mr. Yu may be deemed to share voting and dispositive control over the securities held by Pangaea, and thus to share beneficial ownership of such securities. Mr. Yu disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Represents 4,400,000 private placement warrants held directly by the Sponsor. Pangaea is the sole member of the Sponsor and is controlled by Peter Yu. Consequently, each of Pangaea and Mr. Yu may be deemed to share voting and dispositive control over the securities held by the Sponsor, and thus to share beneficial ownership of such securities. Each of Pangaea and Mr. Yu disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein.
Key Figures
Warrants purchased: 108,535 warrants at $0.69
Class A shares bought April 6, 2026: 100,000 shares at $10.3060
Class A shares bought April 7, 2026: 100,000 shares at $10.3050
+4 more
7 metrics
Warrants purchased
108,535 warrants at $0.69
Open-market purchase on April 8, 2026
Class A shares bought April 6, 2026
100,000 shares at $10.3060
Open-market purchase
Class A shares bought April 7, 2026
100,000 shares at $10.3050
Open-market purchase
Class A shares bought April 8, 2026
100,000 shares at $10.3030
Open-market purchase
Class A shares after trades
1,271,000 shares
Total Class A ordinary shares following April 8, 2026 transaction
Founder Class B shares
6,800,000 direct + 100,000 indirect
Convertible 1-for-1 into Class A; no expiration date
Private placement warrants
4,400,000 warrants at $11.50 exercise
Held by Sponsor; exercisable after business combination
Key Terms
Class B ordinary shares, private placement warrants, beneficial ownership, pecuniary interest, +2 more
6 terms
private placement warrants financial
"Represents 4,400,000 private placement warrants held directly by the Sponsor."
Private placement warrants are tradable coupons given directly to a limited group of investors that let the holder buy a company's shares at a fixed price before a set expiration date. They matter to investors because they can provide extra upside if the stock rises and give companies a way to raise money outside a public offering, but they also can increase the number of shares outstanding (dilution) and therefore affect share value and investor returns.
beneficial ownership financial
"may be deemed to share voting and dispositive control... and thus to share beneficial ownership of such securities."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein."
initial business combination financial
"will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination..."
An initial business combination is the deal in which a special-purpose acquisition company (SPAC) merges with or acquires an operating business to bring that business onto public markets. Think of the SPAC as an empty shell that raises money from investors, then uses that cash to buy a private company—this transaction turns the private company into a public one and often changes its ownership, valuation, and access to capital, so investors should watch for shifts in risk, future growth prospects, and shareholder rights.
Registration Statement on Form S-1 regulatory
"subject to adjustment, as described in the Registration Statement on Form S-1 (File No. 333-284565)..."
A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.
FAQ
What insider transactions did CGCT affiliates report in this Form 4?
Affiliates of Cartesian Growth Corp III reported buying 300,000 Class A ordinary shares in open-market trades around $10.30 per share, plus 108,535 warrants at $0.69 each, with each warrant linked to one Class A share at an $11.50 exercise price.
What CGCT founder and sponsor securities are still held after these transactions?
Sponsor-related entities continue to hold 6,800,000 Class B ordinary shares directly and 100,000 Class B shares indirectly, all convertible one-for-one into Class A shares, plus 4,400,000 private placement warrants. These positions remain in addition to the newly purchased Class A shares and public warrants.
How do the CGCT warrants held by affiliates work according to this filing?
Each CGCT warrant becomes exercisable after the IPO seasoning period or 30 days post-business combination and allows purchase of one Class A share at $11.50. They expire five years after the business combination or earlier upon redemption or liquidation, as described in the company’s prospectus.