[SCHEDULE 13G/A] CPI Aerostructures, Inc. SEC Filing

Rhea-AI Filing Summary

Schedule 13G/A Amendment 1 filed for CPI Aerostructures Inc. (CVU) discloses that long-time value investor Richard S. Strong and his investment vehicle, Calm Waters Partnership, now hold more than 5% of the company’s common stock.

• Calm Waters Partnership reports 721,320 shares (5.6% of outstanding)
• Richard S. Strong reports 881,320 shares (6.8% of outstanding), all held with shared voting and dispositive power
• The filing is made under Rule 13d-1(c) as a passive investment; the signatories certify the shares are not intended to influence control
• Both reporting persons list Godfrey & Kahn, S.C., Milwaukee as contact; citizenship: Calm Waters – Wisconsin partnership, Strong – U.S. citizen
• This amendment updates ownership as of 30 June 2025; original Schedule 13G was filed 3 April 2025

The combined holdings place Strong among CVU’s largest outside shareholders, signalling continued accumulation since the initial filing earlier in the year. No financial performance data or transactional details are included beyond ownership percentages.

Positive

• Notable accumulation: Richard S. Strong now controls 6.8% of CVU, indicating confidence in the company’s prospects and adding a supportive long-term shareholder.

Negative

• None.

Insights

Securities Analyst

TL;DR Passive investor Richard Strong lifts stake above 6.8%, signalling confidence but no intent to influence control.

Richard Strong’s increased ownership to 6.8% consolidates a meaningful block in CVU, potentially aligning shareholder interests and adding a knowledgeable aerospace investor to the register. Because the filing is on Schedule 13G (not 13D), Strong asserts a passive stance, limiting immediate governance implications. Nonetheless, any future shift to an activist posture would require refiling. For now, market impact is moderate: the presence of a committed, long-term investor may support share price stability and could improve liquidity. Investors should watch for subsequent amendments indicating further accumulation or a switch to Schedule 13D.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

CPI AEROSTRUCTURES INC

(Name of Issuer)

Common Stock, $.001 par value

(Title of Class of Securities)

125919308

(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. 125919308

1

Names of Reporting Persons

CALM WATERS PARTNERSHIP

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

WISCONSIN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 721,320.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 721,320.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

721,320.00

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)

5.6 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 125919308

1

Names of Reporting Persons

STRONG RICHARD S

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 881,320.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 881,320.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

881,320.00

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)

6.8 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: CPI AEROSTRUCTURES INC
(b)	Address of issuer's principal executive offices: 91 HEARTLAND BOULEVARD, EDGEWOOD, NEW YORK, 11717.
Item 2.
(a)	Name of person filing: Calm Waters Partnership Richard S. Strong
(b)	Address or principal business office or, if none, residence: All reporting persons may be contacted at: c/o Godfrey & Kahn, S.C. 833 East Michigan Street, Suite 1800 Milwaukee, WI 53202
(c)	Citizenship: Calm Waters Partnership is a Wisconsin general partnership. Richard S. Strong is a United States citizen
(d)	Title of class of securities: Common Stock, $.001 par value
(e)	CUSIP No.: 125919308
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: See responses to Item 9 of the cover pages.
(b)	Percent of class: See responses to Item 11 of the cover pages.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: For information on voting and dispositive power with respect to the above listed shares, see Items 5-8 of the cover pages.
	(ii) Shared power to vote or to direct the vote: For information on voting and dispositive power with respect to the above listed shares, see Items 5-8 of the cover pages.
	(iii) Sole power to dispose or to direct the disposition of: For information on voting and dispositive power with respect to the above listed shares, see Items 5-8 of the cover pages.
	(iv) Shared power to dispose or to direct the disposition of: For information on voting and dispositive power with respect to the above listed shares, see Items 5-8 of the cover pages.
Item 5.	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.

CALM WATERS PARTNERSHIP

Signature:	/s/ Richard S. Strong
Name/Title:	Richard S. Strong, Managing Partner
Date:	07/01/2025

STRONG RICHARD S

Signature:	/s/ Richard S. Strong
Name/Title:	Richard S. Strong
Date:	07/01/2025

Exhibit Information

Exhibit 1 - Joint Filing Agreement (incorporated by reference to Exhibit 1 of the Reporting Persons' Schedule 13G filed with the SEC on April 3, 2025) https://www.sec.gov/Archives/edgar/data/889348/000089271225000047/exhibit1.htm

FAQ

How many CVU shares does Richard S. Strong own?

He reports 881,320 shares, representing 6.8% of the outstanding common stock.

What stake does Calm Waters Partnership hold in CVU?

Calm Waters Partnership beneficially owns 721,320 shares, or 5.6% of the class.

Is the filing activist in nature?

No. The Schedule 13G is filed under Rule 13d-1(c), and the certification states the investment is not intended to influence control.

When was the ownership level measured?

The ownership percentages are as of June 30, 2025.

Does the filing include any financial results for CPI Aerostructures (CVU)?

No. The Schedule 13G contains only beneficial ownership information, with no earnings or operational data.