[SCHEDULE 13D/A] Costamare Bulkers Holdings Limited SEC Filing

Rhea-AI Filing Summary

Amendment to Schedule 13D reports a 29.7% stake in Costamare Bulkers Holdings Ltd by Konstantinos Konstantakopoulos. The filing amends a prior Schedule 13D dated May 6, 2025 and shows aggregate beneficial ownership of 7,203,559 shares out of 24,240,982 shares outstanding. The total includes 2,985,999 shares held by Kent Maritime Investments S.A., 712,413 shares held by Longshaw Maritime Investments S.A., 846 shares held by Costamare Shipping Company S.A., and 709,608 shares representing half of the stock of Costamare Shipping Services Ltd., reflecting Konstantakopoulos’s direct and indirect holdings. The cover pages identify sources of funds and confirm the issuer’s principal office in Monaco.

Positive

• Clear, detailed disclosure of aggregate beneficial ownership and the composition of the 7,203,559 shares
• Material stake quantified at 29.7% of the outstanding class, improving transparency for investors

Negative

• High ownership concentration (29.7%) which may concentrate voting power and influence corporate decisions
• Indirect holdings via controlled entities could create potential related-party governance considerations for minority shareholders

Insights

Financial Analyst

TL;DR A single individual reports a near 30% combined stake, a materially concentrated ownership position with potential governance implications.

The filing documents that Konstantinos Konstantakopoulos beneficially owns 7,203,559 shares, or 29.7% of Costamare Bulkers (based on 24,240,982 shares outstanding), through direct holdings and entities he controls. Such a substantial aggregate stake is material to investors because it represents significant voting power and potential influence over corporate decisions. The Amendment restates portions of the Original 13D and discloses the components of the stake, improving transparency about ownership composition. This is a material disclosure that could affect market perception and shareholder dynamics.

Corporate Governance Expert

TL;DR Reporting clarifies control relationships and concentration; 29.7% ownership signals substantial influence and raises governance attention.

The Schedule 13D/A breaks down ownership across related entities—Kent Maritime Investments S.A., Longshaw Maritime Investments S.A., Costamare Shipping Company S.A., and Costamare Shipping Services Ltd.—and notes control relationships. The detailed allocation of shares and the declaration that certain entities are controlled by Konstantakopoulos are important for assessing potential conflicts of interest and board-level influence. For governance review, this filing provides a clear basis to evaluate related-party transactions, director nominations, and strategic decision-making paths tied to a dominant shareholder.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Costamare Bulkers Holdings Ltd

(Name of Issuer)

Common Stock, $0.0001 Par Value

(Title of Class of Securities)

Y2001C101

(CUSIP Number)

Konstantinos Konstantakopoulos
c/o Costamare Shipping Company S.A., 60 Zephyrou Street and Syngrou Avenue
Athens, J3, 17564
30(210)9490050

Copy to: D. Scott Bennett, Esq
Cravath, Swaine & Moore LLP, Two Manhattan West, 375 Ninth Avenue
New York, NY, 10001
212-474-1000

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

08/26/2025

(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. Y2001C101

1

Name of reporting person

Konstantakopoulos Konstantinos

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)

SC, OO

5

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

6

Citizenship or place of organization

GREECE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 7,203,559.00
8	Shared Voting Power
9	Sole Dispositive Power 7,203,559.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

7,203,559.00

12

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

13

Percent of class represented by amount in Row (11)

29.7 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to 11: As of the date hereof, Konstantinos Konstantakopoulos owns 7,203,559 shares. This number also includes (1) 2,985,999 shares owned by Kent Maritime Investments S.A., 846 shares owned by Costamare Shipping Company S.A. and 712,413 shares owned by Longshaw Maritime Investments S.A. and (2) half of the shares (709,608 shares) owned by Costamare Shipping Services Ltd. Note to 13: The percent ownership is calculated based upon an aggregate of 24,240,982 shares outstanding.

SCHEDULE 13D

CUSIP No. Y2001C101

1

Name of reporting person

Kent Maritime Investments S.A.

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)

OO

5

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

6

Citizenship or place of organization

MARSHALL ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,985,999.00
8	Shared Voting Power
9	Sole Dispositive Power 2,985,999.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

2,985,999.00

12

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

13

Percent of class represented by amount in Row (11)

12.3 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to 11: Kent Maritime Investments S.A. is controlled by Konstantinos Konstantakopoulos, resulting in his indirect ownership of all 2,985,999 shares of common stock of the Issuer. Note to 13: The percent ownership is calculated based upon an aggregate of 24,240,982 shares outstanding.

SCHEDULE 13D

CUSIP No. Y2001C101

1

Name of reporting person

COSTAMARE SHIPPING Co S.A.

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)

OO

5

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

6

Citizenship or place of organization

PANAMA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 846.00
8	Shared Voting Power
9	Sole Dispositive Power 846.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

846.00

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 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to 11: Costamare Shipping Company S.A. is controlled by Konstantinos Konstantakopoulos, resulting in his indirect ownership of all 846 shares of common stock of the Issuer. Note to 13: The percent ownership is calculated based upon an aggregate of 24,240,982 shares outstanding.

SCHEDULE 13D

CUSIP No. Y2001C101

1

Name of reporting person

Longshaw Maritime Investments S.A.

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)

OO

5

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

6

Citizenship or place of organization

MARSHALL ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 712,413.00
8	Shared Voting Power
9	Sole Dispositive Power 712,413.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

712,413.00

12

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

13

Percent of class represented by amount in Row (11)

2.9 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to 11: Longshaw Maritime Investments S.A. is controlled by Konstantinos Konstantakopoulos, resulting in his indirect ownership of all 712,413 shares of the common stock of the Issuer. Note to 13: The percent ownership is calculated based upon an aggregate of 24,240,982 shares outstanding.

SCHEDULE 13D

CUSIP No. Y2001C101

1

Name of reporting person

Costamare Shipping Services Ltd.

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)

SC, OO

5

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

6

Citizenship or place of organization

MARSHALL ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 709,608.00
8	Shared Voting Power
9	Sole Dispositive Power 709,608.00
10	Shared Dispositive Power

11

Aggregate amount beneficially owned by each reporting person

709,608.00

12

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

13

Percent of class represented by amount in Row (11)

2.9 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note to 11: Konstantinos Konstantakopoulos owns 50% of the outstanding equity of Costamare Shipping Services Ltd., resulting in his indirect ownership of half of the stock (709,608 shares) owned by Costamare Shipping Services Ltd. Note to 13: The percent ownership is calculated based upon an aggregate of 24,240,982 shares outstanding.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.0001 Par Value
(b)	Name of Issuer: Costamare Bulkers Holdings Ltd
(c)	Address of Issuer's Principal Executive Offices: 7 Rue du Gabian, Monaco, MONACO , 98000.
Item 1 Comment: This Amendment No. 1 (this "Amendment") amends and restates certain portions of the Schedule 13D filed by Konstantinos Konstantakopoulos, Kent Maritime Investments S.A., Costamare Shipping Company S.A., Longshaw Maritime Investments S.A. and Costamare Shipping Services Ltd. dated May 6, 2025 (the "Original 13D"), relating to shares of common stock, par value $0.0001 per share (the "Shares") of Costamare Bulkers Holdings Limited (the "Issuer"), whose principal business office is located at 7 Rue du Gabian, MC 98000 Monaco. Except as set forth below, all Items in the Original 13D remain unchanged. Capitalized terms used but not defined herein have the meanings ascribed to them in the Original 13D.
Item 5.	Interest in Securities of the Issuer
(a)	See Items 11 and 13 on the cover pages to this Schedule 13D/A for the aggregate number and percentage of the class of securities identified pursuant to Item 1 owned by each Reporting Person.
(b)	Number of Shares as to which each Reporting Person has: i. Sole power to vote or to direct the vote: See item 7 on cover pages to this Schedule 13D/A. ii. Shared power to vote or to direct the vote: See item 8 on cover pages to this Schedule 13D/A. iii. Sole power to dispose or direct the disposition: See item 9 on cover pages to this Schedule 13D/A. iv. Shared power to dispose or direct the disposition: See item 10 on cover pages to this Schedule 13D/A.
(c)	The information provided in Item 3 of the Original 13D is hereby incorporated by reference herein and supplemented for the past 60 days by the information set forth in Exhibit 99.1 to this Amendment, which is incorporated herein by reference.

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.

Konstantakopoulos Konstantinos

Signature:	/s/ Konstantinos Konstantakopoulos
Name/Title:	Konstantinos Konstantakopoulos
Date:	08/28/2025

Kent Maritime Investments S.A.

Signature:	/s/ Konstantinos Konstantakopoulos
Name/Title:	Konstantinos Konstantakopoulos
Date:	08/28/2025

COSTAMARE SHIPPING Co S.A.

Signature:	/s/ Konstantinos Konstantakopoulos
Name/Title:	Konstantinos Konstantakopoulos
Date:	08/28/2025

Longshaw Maritime Investments S.A.

Signature:	/s/ Konstantinos Konstantakopoulos
Name/Title:	Konstantinos Konstantakopoulos
Date:	08/28/2025

Costamare Shipping Services Ltd.

Signature:	/s/ Athanasios Beis
Name/Title:	Athanasios Beis
Date:	08/28/2025

FAQ

How many Costamare Bulkers (CMDB) shares does Konstantinos Konstantakopoulos beneficially own?

The filing states 7,203,559 shares, representing 29.7% of the class based on 24,240,982 shares outstanding.

What entities contribute to the reported 7,203,559-share stake in CMDB?

The aggregate includes 2,985,999 shares held by Kent Maritime Investments S.A., 712,413 by Longshaw Maritime Investments S.A., 846 by Costamare Shipping Company S.A., and 709,608 representing half of Costamare Shipping Services Ltd.'s shares.

Does the filing amend a prior disclosure for CMDB?

Yes. This document is Amendment No. 1 to a Schedule 13D originally filed on May 6, 2025 and it restates certain portions of that filing.

What is the date of the event that required this Schedule 13D/A filing?

The cover page lists the date of event as 08/26/2025 and signatures are dated 08/28/2025.

Where is Costamare Bulkers Holdings Ltd’s principal executive office?

The filing lists the issuer's principal office at 7 Rue du Gabian, Monaco, MC 98000.