Institutional Holder Reports 1.54M EEIQ Shares, 6.61% Stake

Rhea-AI Filing Summary

L1 Capital Global Opportunities Master Fund, Ltd. reported ownership of 1,539,747 ordinary shares of EpicQuest Education Group International Ltd, representing 6.61% of the company's common shares outstanding as reported by the issuer. The filer states it has sole voting and sole dispositive power over those shares and classifies itself as a financial institution organized in the Cayman Islands. The filing is made on Schedule 13G and includes a certification that the shares were not acquired to change or influence control of the issuer. The ownership percentage is calculated using the issuer's reported post-offering share count disclosed in the issuer's prospectus supplement and a Form 6-K.

Positive

• Institutional ownership above 5% (1,539,747 shares) provides apparent investor interest and potential liquidity for EEIQ shares
• Sole voting and dispositive power indicates the reporting fund can act independently when voting or disposing of its stake

Negative

• None.

Insights

Financial Analyst

TL;DR: Institutional investor holds a passive, material stake (6.61%) with sole voting/dispositive power; likely a meaningful minority position but reported as non-control.

The filing shows a material passive stake above the 5% disclosure threshold, which can affect trading interest and liquidity in the security. Because this is a Schedule 13G with a certification of non-control, the position is presented as passive rather than an active attempt to influence corporate control. The holder's sole voting and dispositive power indicates it can act independently in voting and disposition decisions, potentially affecting vote outcomes if other holders align similarly. Investors should note the stake size relative to total post-offering shares used to calculate the percentage.

Corporate Governance Expert

TL;DR: A >5% passive stake with sole voting power is material for governance monitoring but not necessarily a control intent.

The Schedule 13G structure and the included certification indicate the filer asserts no intent to change or influence control. Nonetheless, a 6.61% holder with sole voting power is a governance-relevant shareholder whose voting decisions could matter in close votes or contested matters. The disclosure names two directors of the reporting fund; the filing also contains a standard disclaimer regarding any deemed beneficial ownership by those individuals, limiting direct attribution. From a governance perspective, the company should monitor communications and potential proposals, but the filing does not, by itself, signal an activist approach.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

EpicQuest Education Group International Ltd

(Name of Issuer)

Ordinary Shares, par value $0.0016 per share

(Title of Class of Securities)

G3104J100

(CUSIP Number)

08/26/2025

(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. G3104J100

1

Names of Reporting Persons

L1 Capital Global Opportunities Master Fund, 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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,539,747.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,539,747.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,539,747.00

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)

6.61 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: EpicQuest Education Group International Ltd
(b)	Address of issuer's principal executive offices: 200 N. St. Clair Street, Suite 100, Toledo, OH 43604
Item 2.
(a)	Name of person filing: L1 Capital Global Opportunities Master Fund, Ltd.
(b)	Address or principal business office or, if none, residence: 161A Shedden Road, 1 Artillery Court, PO Box 10085 Grand Cayman, Cayman Islands KY1-1001
(c)	Citizenship: Cayman Islands
(d)	Title of class of securities: Ordinary Shares, par value $0.0016 per share
(e)	CUSIP No.: G3104J100
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: 1,539,747 The amounts in Row (5), (7) and (9) include 1,539,747 Ordinary Shares. The percentage set forth on Row (11) of the cover page for the reporting person is based on 23,286,667 shares of Common Shares outstanding after the offering, based on the Issuer's Prospectus Supplement filed under Rule 424(b)(5) with the Securities and Exchange Commission on August 26, 2025 and a Form 6-K filed with the Securities and Exchange Commission on August 27, 2025. David Feldman and Joel Arber are the Directors of L1 Capital Global Opportunities Master Fund, Ltd. As such, L1 Capital Global Opportunities Master Fund, Ltd., Mr. Feldman, and Mr. Arber may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the issuer's securities described herein. To the extent Mr. Feldman and Mr. Arber are deemed to beneficially own such securities, Mr. Feldman and Mr. Arber disclaim beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 13 and the rules thereunder.
(b)	Percent of class: 6.61%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1,539,747
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 1,539,747
	(iv) Shared power to dispose or to direct the disposition of: 0
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.

L1 Capital Global Opportunities Master Fund, Ltd.

Signature:	/s/ David Feldman
Name/Title:	David Feldman, Director
Date:	09/03/2025

FAQ

How many EpicQuest (EEIQ) shares does L1 Capital Global Opportunities Master Fund hold?

The fund reports holding 1,539,747 ordinary shares of EpicQuest.

What percentage of EEIQ does the reported stake represent?

The filing states the stake represents 6.61% of the issuer's common shares outstanding as calculated by the issuer.

Does this Schedule 13G filing indicate an attempt to control EpicQuest?

No. The filer certified that the shares were not acquired to change or influence control and filed on Schedule 13G, which is used for passive holdings.

What voting and disposition powers does the reporting person have over the shares?

The filer reports sole voting power for 1,539,747 shares and sole dispositive power for 1,539,747 shares, with no shared powers.

Where is the reporting fund organized?

L1 Capital Global Opportunities Master Fund, Ltd. is organized in the Cayman Islands.