LMR group (CUB) discloses 750,000 Lionheart shares plus warrants for 990,000 more

Rhea-AI Filing Summary

LMR-affiliated investment managers and principals Ben Levine and Stefan Renold report a passive equity stake in Lionheart Holdings. As of June 30, 2026, funds managed by the LMR Investment Managers collectively held 750,000 Class A ordinary shares, representing approximately 3.5% of Lionheart’s outstanding Class A ordinary shares.

The shares are directly owned by LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd, each holding 375,000 Class A ordinary shares. Each of these funds also directly holds warrants to purchase 495,000 additional Class A ordinary shares at an exercise price of $11.50 per share, exercisable 30 days after completion of Lionheart’s initial business combination and expiring five years after that business combination or earlier upon redemption or liquidation. The LMR entities and the two individuals share voting and dispositive power over the 750,000 shares and report sole power over none.

Key Figures

Shares beneficially owned: 750,000 Class A ordinary shares Ownership percentage: 3.5% Shares per LMR fund: 375,000 Class A ordinary shares +5 more

8 metrics

Shares beneficially owned 750,000 Class A ordinary shares Held in aggregate by LMR Master Fund and LMR CCSA Master Fund as of June 30, 2026

Ownership percentage 3.5% Percentage of outstanding Class A ordinary shares based on 21,496,164 shares outstanding as of June 18, 2026

Shares per LMR fund 375,000 Class A ordinary shares Directly held by each of LMR Master Fund and LMR CCSA Master Fund

Warrants per LMR fund 495,000 warrants Each fund holds warrants to purchase 495,000 Class A ordinary shares

Warrant exercise price $11.50 per Class A ordinary share Exercise price of Lionheart warrants held by each LMR fund

Shares outstanding 21,496,164 Class A ordinary shares Lionheart shares issued and outstanding as of June 18, 2026 after redemptions and conversions

Meeting redemptions 4,503,836 Class A ordinary shares Shares redeemed for cash at the June 18, 2026 extraordinary general meeting

Sponsor conversion 3,000,000 Class A ordinary shares Issued to Lionheart Equities, LLC upon conversion of an equal number of Class B ordinary shares

Key Terms

beneficially owned, warrants, exercise price, dispositive power, +2 more

6 terms

beneficially owned financial

"The Class A Ordinary Shares beneficially owned by the Reporting Persons are directly held"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

warrants financial

"each of LMR Master Fund and LMR CCSA Master Fund also directly holds warrants to purchase"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

exercise price financial

"The Warrants have an exercise price of $11.50 per Class A Ordinary Share"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

dispositive power financial

"sole power to dispose or to direct the disposition of 0 Class A Ordinary Shares"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

extraordinary general meeting regulatory

"at an extraordinary general meeting of shareholders, holders of 4,503,836 Class A Ordinary Shares"

redemptions financial

"holders of 4,503,836 Class A Ordinary Shares properly exercised their right to redeem such shares"

Redemptions are the act of returning an investment to the issuer or fund in exchange for cash, such as when investors cash out shares in a mutual fund, preferred stock, or when a bond reaches maturity and is paid back. For investors this matters because redemptions change how much cash a company or fund must pay out and can shrink a fund’s size or pressure a company’s liquidity, affecting prices and future yield like many people trying to withdraw money from a single ATM at once.

FAQ

What ownership in Lionheart Holdings (CUB) do the LMR entities report?

LMR-managed funds report holding 750,000 Class A ordinary shares of Lionheart Holdings. This represents approximately 3.5% of Lionheart’s outstanding Class A ordinary shares based on 21,496,164 shares outstanding as of June 18, 2026.

Which LMR funds hold Lionheart Holdings (CUB) shares and how many?

Two LMR funds directly hold Lionheart shares: LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd. Each fund holds 375,000 Class A ordinary shares, for an aggregate of 750,000 shares reported by the LMR group.

What warrants linked to Lionheart Holdings (CUB) do the LMR funds own?

Each of LMR Multi-Strategy Master Fund Limited and LMR CCSA Master Fund Ltd holds warrants to purchase 495,000 Class A ordinary shares. The warrants have an exercise price of $11.50 per share and specific exercisability and expiration terms.

When can the LMR warrants on Lionheart Holdings (CUB) be exercised and when do they expire?

The Lionheart warrants held by the LMR funds are exercisable 30 days after completion of Lionheart’s initial business combination. They expire five years after that business combination or earlier upon redemption or liquidation of Lionheart.

How much voting power over Lionheart Holdings (CUB) stock do the LMR filers report?

The LMR filers report 0 shares with sole voting power and 750,000 shares with shared voting power. They also report 0 shares with sole dispositive power and 750,000 shares with shared dispositive power over Lionheart Class A ordinary shares.

Why do the LMR filers state they own 5 percent or less of Lionheart Holdings (CUB)?

They state that their holdings represent approximately 3.5% of Lionheart’s outstanding Class A ordinary shares. This falls under the 5 percent or less threshold, consistent with the ownership figures calculated from the reported 21,496,164 shares outstanding.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/14/2026 - 09:33 AM Accepted by SEC EDGAR 08/14/2026 - 09:32 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Lionheart Holdings

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G5501C109

(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): G5501C109

1

Names of Reporting Persons

LMR Partners LLP

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 KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

LMR PARTNERS 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

HONG KONG

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

CO, IA

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

LMR Partners 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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

LMR Partners AG

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

SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

CO, IA

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

LMR PARTNERS (DIFC) 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

UNITED ARAB EMIRATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

CO, IA

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

LMR Partners (Ireland) Limited

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

IRELAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

CO, IA

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

Ben Levine

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 KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP Number(s): G5501C109

1

Names of Reporting Persons

Stefan Renold

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

SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 750,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 750,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

750,000.00

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)

3.5 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Lionheart Holdings
(b)	Address of issuer's principal executive offices: 200 W Cypress Creek Road, Suite 500, Fort Lauderdale, Florida, 33309
Item 2.
(a)	Name of person filing: This statement is filed by: (i) LMR Partners LLP, LMR Partners Limited, LMR Partners LLC, LMR Partners AG, LMR Partners (DIFC) Limited and LMR Partners (Ireland) Limited (collectively, the "LMR Investment Managers"), which serve as the investment managers to certain funds with respect to the Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares"), held by certain funds; and (ii) Ben Levine and Stefan Renold, who are ultimately in control of the investment and voting decisions of the LMR Investment Managers with respect to the securities held by certain funds. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of the Reporting Persons is c/o LMR Partners LLP, 9th Floor, Devonshire House, 1 Mayfair Place, London, W1J 8AJ, United Kingdom.
(c)	Citizenship: LMR Partners LLP is a United Kingdom limited liability partnership. LMR Partners Limited is a Hong Kong corporation. LMR Partners LLC is a Delaware limited liability company. LMR Partners AG is a Swiss corporation. LMR Partners (DIFC) Limited is a United Arab Emirates corporation. LMR Partners (Ireland) Limited is a limited company incorporated in Ireland. Ben Levine is a citizen of the United Kingdom. Stefan Renold is a citizen of Switzerland.
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G5501C109
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).
	Investment Adviser
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference. As of June 30, 2026: The Class A Ordinary Shares beneficially owned by the Reporting Persons are directly held by LMR Multi-Strategy Master Fund Limited ("LMR Master Fund") and LMR CCSA Master Fund Ltd ("LMR CCSA Master Fund"). Each of LMR Master Fund and LMR CCSA Master Fund directly holds 375,000 Class A Ordinary Shares of the Issuer, with a total of 750,000 Class A Ordinary Shares in the aggregate (the "LMR Shares"). In addition to the LMR Shares, each of LMR Master Fund and LMR CCSA Master Fund also directly holds warrants to purchase 495,000 Class A Ordinary Shares ("Warrants"). The Warrants have an exercise price of $11.50 per Class A Ordinary Share and are exercisable 30 days after the completion of the Issuer's initial business combination, and will expire five years after the completion of the Issuer's initial business combination or earlier upon redemption or the Issuer's liquidation.
(b)	Percent of class: On June 18, 2026, the Issuer issued an aggregate of 3,000,000 Class A Ordinary Shares to Lionheart Equities, LLC (the "Sponsor") upon the conversion of an equal number of Class B ordinary shares held by the Sponsor, as reported in the Issuer's Form 8-K filed with the Securities and Exchange Commission on June 22, 2026. On June 18, 2026, at an extraordinary general meeting of shareholders, holders of 4,503,836 Class A Ordinary Shares properly exercised their right to redeem such shares for cash in connection with the approval of an extension amendment (the "Meeting Redemptions"), as reported in the Issuer's Form 8-K filed with the Securities and Exchange Commission on June 22, 2026. Following the Meeting Redemptions, there were 21,496,164 Class A Ordinary Shares issued and outstanding. As of June 30, 2026: The Class A Ordinary Shares held by each of LMR Master Fund and LMR CCSA Master Fund represent approximately 1.7% and the LMR Shares in the aggregate represent approximately 3.5% of the outstanding Class A Ordinary Shares, based on 21,496,164 Class A Ordinary Shares of the Issuer outstanding as of June 18, 2026, as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 22, 2026.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: As of June 30, 2026, each of the Reporting Persons had sole power to vote or direct the vote of 0 Class A Ordinary Shares.
	(ii) Shared power to vote or to direct the vote: As of June 30, 2026, each of the Reporting Persons had shared power to vote or direct the vote of 750,000 Class A Ordinary Shares.
	(iii) Sole power to dispose or to direct the disposition of: As of June 30, 2026, each of the Reporting Persons had sole power to dispose or to direct the disposition of 0 Class A Ordinary Shares.
	(iv) Shared power to dispose or to direct the disposition of: As of June 30, 2026, each of the Reporting Persons had shared power to dispose or to direct the disposition of 750,000 Class A Ordinary Shares.
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. By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to LMR Partners LLP, LMR Partners Limited, LMR Partners AG, LMR Partners (DIFC) Limited and LMR Partners (Ireland) Limited is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

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.

LMR Partners LLP

Signature:	Shane Cullinane
Name/Title:	Chief Operating Officer
Date:	08/14/2026

LMR PARTNERS Ltd

Signature:	Shane Cullinane
Name/Title:	Chief Operating Officer
Date:	08/14/2026

LMR Partners LLC

Signature:	Allyson Hanlon
Name/Title:	Deputy General Counsel
Date:	08/14/2026

LMR Partners AG

Signature:	Shane Cullinane
Name/Title:	Chief Operating Officer
Date:	08/14/2026

LMR PARTNERS (DIFC) Ltd

Signature:	Shane Cullinane
Name/Title:	Chief Operating Officer
Date:	08/14/2026

LMR Partners (Ireland) Limited

Signature:	Shane Cullinane
Name/Title:	Chief Operating Officer
Date:	08/14/2026

Ben Levine

Signature:	Ben Levine
Name/Title:	Self
Date:	08/14/2026

Stefan Renold

Signature:	Stefan Renold
Name/Title:	Self
Date:	08/14/2026