[SCHEDULE 13G] Elong Power Holding Ltd. Passive Investment Disclosure (>5%)
CVI/Heights report 312,324 shares (9.9%) in Elong Power
Elong Power Holding Limited Schedule 13G: CVI Investments, Inc. and Heights Capital Management, Inc. report beneficial ownership of 312,324 shares of Class A Ordinary Shares, representing 9.9% of the class.
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Elong Power Holding Limited Schedule 13G: CVI Investments, Inc. and Heights Capital Management, Inc. report beneficial ownership of 312,324 shares of Class A Ordinary Shares, representing 9.9% of the class. The reported position consists of 230,000 Shares plus additional Shares issuable upon exercise of pre-funded warrants and other warrants. The filing notes the Warrants include an anti‑aggregation cap such that exercisability is limited to prevent ownership exceeding 9.99%. The company’s prospectus states there were 3,044,039 Shares outstanding as of the completion of the referenced offering (May 18, 2026).
Insights
Large passive stake reported with manager attribution and warrant limits.
CVI Investments, Inc. and Heights Capital Management, Inc. are reported as co‑filers of a Schedule 13G showing 312,324 shares (reported as 9.9% of the class). The filing attributes shared voting and dispositive power to Heights as investment manager; each reporting person disclaims beneficial ownership beyond pecuniary interest.
The filing explicitly states that part of the position is in Warrants and that exercisability is limited to avoid exceeding 9.99%. Subsequent disclosures or transaction reports would be required if ownership becomes active or crosses reporting thresholds.
Position size and warrant mechanics create potential near‑term overhang constraints.
The filing lists 230,000 Shares plus Shares issuable upon exercise of pre‑funded and other warrants; exercisability contains a 9.99% cap. The prospectus figure of 3,044,039 Shares outstanding (as of May 18, 2026) provides the base for the 9.9% calculation.
Cash‑flow treatment and any planned dispositions are not stated here; future Form 4 or amendment filings would show active trading or exercises.
Key Figures
Reported beneficial ownership:312,324 sharesDirect shares included:230,000 SharesPercent of class:9.9%+2 more
5 metrics
Reported beneficial ownership312,324 sharesSchedule 13G beneficial ownership reported by CVI/Heights
Direct shares included230,000 SharesPart of the 312,324 shares consist of 230,000 Shares
Percent of class9.9%Percent of Class A Ordinary Shares reported on Schedule 13G
Exercisability cap9.99%Warrants not exercisable to the extent that ownership would exceed this cap
Shares outstanding (prospectus)3,044,039 SharesOutstanding Shares as of completion of offering per prospectus (<date>May 18, 2026</date>)
Key Terms
Warrants, pre-funded warrants, Limited Power of Attorney, beneficial ownership
4 terms
Warrantsfinancial
"Shares issuable upon the exercise of pre-funded warrants and other warrants"
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.
pre-funded warrantsfinancial
"Shares issuable upon the exercise of pre-funded warrants and other warrants"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Limited Power of Attorneylegal
"Heights Capital ... serves as authorized agent ... pursuant to a Limited Power of Attorney"
beneficial ownershipregulatory
"Amount beneficially owned: The information required by this Item 4(a) is set forth"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does CVI Investments report in Elong Power (ELPW)?
CVI Investments and Heights report beneficial ownership of 312,324 shares, equal to 9.9% of Class A Ordinary Shares, per the Schedule 13G filing. This amount combines 230,000 Shares and Shares issuable upon exercise of warrants.
How many Elong Power shares were outstanding for the ownership percentage?
The filing cites the company prospectus showing 3,044,039 Shares outstanding as of the completion of the offering on May 18, 2026. That outstanding count underlies the 9.9% ownership calculation.
Do the reported warrants allow immediate exercise of all issuable shares?
No. The filing states the Warrants are subject to an exercisability limitation so exercises would not cause beneficial ownership to exceed 9.99%. The limitation conditions warrant convertibility.
Who controls voting and disposition of the reported shares?
Heights Capital Management, Inc. serves as investment manager to CVI Investments and is reported with shared voting and dispositive power over the 312,324 shares; the reporting persons disclaim beneficial ownership beyond pecuniary interest.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Elong Power Holding Limited
(Name of Issuer)
Class A Ordinary Shares, $0.0128 par value per share
(Title of Class of Securities)
G3016G129
(CUSIP Number)
05/15/2026
(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):
G3016G129
1
Names of Reporting Persons
CVI Investments, Inc.
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
0.00
6
Shared Voting Power
312,324.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
312,324.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
312,324.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: With respect to Row 6 and Row 8 above, Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and as such may exercise voting and dispositive power over the shares reported as beneficially owned by CVI Investments, Inc. herein.
SCHEDULE 13G
CUSIP Number(s):
G3016G129
1
Names of Reporting Persons
Heights Capital Management, Inc.
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
312,324.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
312,324.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
312,324.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: With respect to Row 6 and Row 8 above, Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and as such may exercise voting and dispositive power over the shares reported as beneficially owned by CVI Investments, Inc. herein.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Elong Power Holding Limited
(b)
Address of issuer's principal executive offices:
3 Yan Jing Li Zhong Jie, Block B, Room 2110, Beijing, China, 100025
Item 2.
(a)
Name of person filing:
This statement is filed by the entities listed below, who are collectively referred to herein as "Reporting Persons," with respect to the Class A Ordinary Shares of Elong Power Holding Limited (the "Company"), $0.0128 par value per share (the "Shares").
(i) CVI Investments, Inc.
(ii) Heights Capital Management, Inc.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of CVI Investments, Inc. is:
P.O. Box 309GT
Ugland House
South Church Street
George Town
Grand Cayman
KY1-1104
Cayman Islands
The address of the principal business office of Heights Capital Management, Inc. is:
101 California Street, Suite 3250
San Francisco, California 94111
(c)
Citizenship:
Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
(d)
Title of class of securities:
Class A Ordinary Shares, $0.0128 par value per share
(e)
CUSIP Number(s):
G3016G129
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:
The information required by this Item 4(a) is set forth in Row 9 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
The number of Shares reported as beneficially owned consists of (i) 230,000 Shares, and (ii) Shares issuable upon the exercise of pre-funded warrants and other warrants to purchase Shares (the "Warrants"). The Warrants are not exercisable to the extent that the total number of Shares then beneficially owned by a Reporting Person and its affiliates and any other persons whose beneficial ownership of Shares would be aggregated with such Reporting Person for purposes of Section 13(d) of the Exchange Act, would exceed 9.99%.
The Company's Prospectus (Registration No. 333-295783), filed on May 18, 2026, indicates there were 3,044,039 Shares outstanding (excluding Shares underlying the Warrants) as of the completion of the offering of the Shares referred to therein.
(b)
Percent of class:
9.9 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by this Item 4(c)(i) is set forth in Row 5 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
(ii) Shared power to vote or to direct the vote:
The information required by this Item 4(c)(ii) is set forth in Row 6 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
Heights Capital Management, Inc., which serves as the investment manager to CVI Investments, Inc., may be deemed to be the beneficial owner of all Shares owned by CVI Investments, Inc. Each of the Reporting Persons hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein.
(iii) Sole power to dispose or to direct the disposition of:
The information required by this Item 4(c)(iii) is set forth in Row 7 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
The information required by this Item 4(c)(iv) is set forth in Row 8 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.
Heights Capital Management, Inc., which serves as the investment manager to CVI Investments, Inc., may be deemed to be the beneficial owner of all Shares owned by CVI Investments, Inc. Each of the Reporting Persons hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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.
CVI Investments, Inc.
Signature:
/s/ Sarah Travis
Name/Title:
Sarah Travis, Assistant General Counsel and Assistant Secretary of Heights Capital Management, Inc.
Date:
05/22/2026
Heights Capital Management, Inc.
Signature:
/s/ Sarah Travis
Name/Title:
Sarah Travis, Assistant General Counsel and Assistant Secretary
Date:
05/22/2026
Comments accompanying signature: Heights Capital Management, Inc. serves as authorized agent of CVI Investments, Inc. pursuant to a Limited Power of Attorney, a copy of which is attached as Exhibit 24 hereto.
Exhibit Information
EXHIBIT INDEX
EXHIBIT DESCRIPTION
________ ________
24 Limited Power of Attorney
99 Joint Filing Agreement
