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Mangrove Partners IM, LLC and its president, Nathaniel August, report beneficial ownership of Class A ordinary shares of ChampionsGate Acquisition Corporation on an amended Schedule 13G.
They report beneficial ownership of 239,875 Class A ordinary shares, representing 2.78% of the class, based on 8,617,125 shares outstanding as of May 14, 2026. All voting and dispositive power over these shares is reported as shared, with no sole voting or dispositive power. The shares are held directly by The Mangrove Partners Master Fund, Ltd., for which Mangrove Partners IM, LLC acts as investment manager and August serves as president.
The reporting persons state that this filing should not be construed as an admission that they are beneficial owners of any shares not directly owned by them and each specifically disclaims beneficial ownership of such shares. They also indicate ownership of 5 percent or less of the class.
Key Figures
Beneficially owned shares:239,875 sharesPercent of class:2.78%Shares outstanding:8,617,125 shares+4 more
7 metrics
Beneficially owned shares239,875 sharesClass A ordinary shares beneficially owned by reporting persons
Percent of class2.78%Percentage of Class A shares beneficially owned
Shares outstanding8,617,125 sharesClass A ordinary shares outstanding as of May 14, 2026
Shared voting power239,875 sharesShares over which reporting persons share voting power
Shared dispositive power239,875 sharesShares over which reporting persons share dispositive power
Ownership threshold5 percent or lessOwnership of 5 percent or less of a class disclosed in Item 5
Par value$0.0001 per sharePar value of Class A ordinary shares
Key Terms
beneficially own, shared dispositive power, shared voting power, Section 13(d) of the Securities Exchange Act of 1934, +1 more
5 terms
beneficially ownfinancial
"may be deemed to beneficially own the securities reported herein"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
shared dispositive powerfinancial
"Shared Dispositive Power 239,875.00"
shared voting powerfinancial
"Shared Voting Power 239,875.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
Section 13(d) of the Securities Exchange Act of 1934regulatory
"for purposes of Section 13(d) of the Securities Exchange Act of 1934"
Section 13(d) of the Securities Exchange Act of 1934 is a U.S. rule that requires anyone who buys more than 5% of a public company’s shares to publicly disclose who they are, how many shares they own, and their intentions toward the company. For investors, this is like a neighborhood alert when someone acquires a large stake in a building: it reveals potential changes in control or strategy that could affect the stock’s price, governance, or future direction.
Schedule 13Gregulatory
"The shares of the Issuer which are the subject of this (the "Shares")"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What ownership stake in CHPG does Mangrove Partners IM, LLC report on this Schedule 13G/A?
Mangrove Partners IM, LLC reports beneficial ownership of 239,875 Class A ordinary shares of ChampionsGate Acquisition Corporation, representing 2.78% of the outstanding class based on 8,617,125 shares outstanding as of May 14, 2026.
Who are the reporting persons on the CHPG Schedule 13G/A amendment?
The reporting persons are Mangrove Partners IM, LLC and Nathaniel August, its president. The shares are held directly by The Mangrove Partners Master Fund, Ltd., for which Mangrove Partners IM, LLC serves as investment manager.
How much voting and dispositive power over CHPG shares is reported by Mangrove Partners?
The reporting persons disclose 0 shares with sole voting or dispositive power and 239,875 shares with shared voting and shared dispositive power over ChampionsGate Acquisition Corporation Class A ordinary shares.
Does Mangrove Partners own 5% or more of CHPG’s Class A shares?
No. The filing states that the reporting persons have ownership of 5 percent or less of the Class A ordinary shares, with a reported beneficial stake of 2.78% of the class.
On what share count is Mangrove Partners’ 2.78% CHPG ownership based?
The 2.78% beneficial ownership is calculated using 8,617,125 Class A ordinary shares outstanding as of May 14, 2026, as reported by ChampionsGate Acquisition Corporation in its Form 10-Q filed May 15, 2026.
Do Mangrove Partners IM, LLC and Nathaniel August admit beneficial ownership of all reported CHPG shares?
They state the filing shall not be construed as an admission that they are beneficial owners for Section 13(d) purposes and specifically disclaim beneficial ownership of shares not directly owned by them.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
ChampionsGate Acquisition Corporation
(Name of Issuer)
Class A ordinary shares, par value $0.0001 per share
(Title of Class of Securities)
G2124S108
(CUSIP Number)
06/30/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
G2124S108
1
Names of Reporting Persons
Mangrove Partners IM, 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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
239,875.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
239,875.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
239,875.00
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)
2.78 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP Number(s):
G2124S108
1
Names of Reporting Persons
Nathaniel August
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
239,875.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
239,875.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
239,875.00
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)
2.78 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
ChampionsGate Acquisition Corporation
(b)
Address of issuer's principal executive offices:
419 WEBSTER ST, MONTEREY, CA, 93940
Item 2.
(a)
Name of person filing:
Mangrove Partners IM, LLC
Nathaniel August, President of Mangrove Partners IM, LLC
(b)
Address or principal business office or, if none, residence:
Mangrove Partners IM, LLC, a Delaware limited liability company is located at c/o Delaware Corporations LLC, 1000 N. West Street, Suite 1501, Wilmington, DE 19801.
Nathaniel August, a United States citizen, is located at 2 Sound View Drive, 3rd Floor, Greenwich, Connecticut 06830.
(c)
Citizenship:
Mangrove Partners IM, LLC is a Delaware limited liability company. Nathaniel August is a United States citizen.
(d)
Title of class of securities:
Class A ordinary shares, par value $0.0001 per share
(e)
CUSIP No.:
G2124S108
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:
239,875
(b)
Percent of class:
2.78%
(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:
239,875
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
239,875
The shares of the Issuer which are the subject of this SCHEDULE 13G (the "Shares") are held directly by The Mangrove Partners Master Fund, Ltd., a Cayman Islands exempted company ("Master Fund"). Mangrove Partners IM, LLC ("Mangrove Partners") serves as the investment manager of the Master Fund and, in such capacity, may be deemed to beneficially own the securities reported herein. Nathaniel August serves as the President of Mangrove Partners IM, LLC and, in such capacity, may be deemed to beneficially own the securities reported herein. Information with respect to the Reporting Persons' ownership or control of the Common Stock as of June 30, 2026, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. The percent beneficially owned or controlled by each Reporting Person is determined based on the sum of 8,617,125 Shares outstanding as of May 14, 2026, as the Issuer reported in its 10-Q, filed with the SEC on May 15, 2026. The filing of this SCHEDULE 13G shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the Shares reported herein. Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that are not directly owned by such Reporting Person.
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 acquired and are held in the ordinary course of business and 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.
