Schedule 13G: Aqua Capital and Affiliates Disclose 10.25% of ENR

Rhea-AI Filing Summary

A group of affiliated entities and individuals report beneficial ownership of 7,000,000 shares of Energizer Holdings, Inc. common stock, representing 10.25% of the class. The filing states the shares are held with shared voting and shared dispositive power for 7,000,000 shares and that the filing is voluntary as it results from the issuer's repurchase of some shares. The cover pages identify Aqua Capital, Ltd. as the direct holder and describe the ownership chain: Aqua is wholly owned by Durango Capital, Ltd., which is owned 50% by The Apollo Trust and 50% by The Minerva Trust, with Fundacion Omerinta, Brinza International Corp. and Fundacion Barniz holding protector/founder roles. Signatures on the amendment are dated 08/14/2025 and the event date is 08/04/2025.

Positive

• Material ownership disclosed: 7,000,000 shares representing 10.25% of Energizer common stock
• Clear ownership chain identified: Aqua Capital is the direct holder and is wholly owned by Durango Capital; trusts and foundations names and roles are provided

Negative

• None.

Insights

Financial Analyst

TL;DR: A disclosed passive stake of 7.0M shares equals 10.25% of ENR, a material passive position but not declared for control.

The Schedule 13G/A reports a significant disclosed holding of 7,000,000 shares, representing 10.25% of Energizer common stock, held with shared voting and dispositive power. The filing explicitly certifies the position was not acquired to change or influence control, consistent with a passive investor filing. The document also states the filing is voluntary due to the issuer's repurchase activity. For investors, the key factual takeaways are the position size and the clear identification of the direct holder and the chain of ownership among related offshore entities and trusts.

Corporate Governance Expert

TL;DR: The filing discloses a material, organized ownership chain and confirms passive intent; governance implications are limited by the certification.

The amendment outlines an organized ownership structure with Aqua Capital as the direct holder and multiple affiliated trusts and foundations upstream. The reporting parties certify the securities were not acquired to influence control, which classifies this as a Schedule 13G disclosure rather than an activist 13D. The structured relationships among trusts, foundations and corporate entities are documented in detail, providing transparency about beneficial ownership and fiduciary roles but do not, on their face, indicate an intent to seek board representation or control.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 6)

ENERGIZER HOLDINGS, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

29272W109

(CUSIP Number)

08/04/2025

(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. 29272W109

1

Names of Reporting Persons

Aqua Capital, 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

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 7,000,000.00
7	Sole Dispositive Power
8	Shared Dispositive Power 7,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,000,000.00

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)

10.25 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: (1) The filing is voluntary as it results only from the Issuer's repurchase of some of its shares. (2) Aqua Capital, Ltd. is the direct holder of the Energizer Holdings, Inc. shares of Common Stock and has direct beneficial ownership of the stock. (3) Aqua Capital, Ltd. is a British Virgin Islands company.

SCHEDULE 13G

CUSIP No. 29272W109

1

Names of Reporting Persons

Durango Capital, 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

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 7,000,000.00
7	Sole Dispositive Power
8	Shared Dispositive Power 7,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,000,000.00

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)

10.25 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: (4) Durango Capital, Ltd. is the sole shareholder of Aqua Capital, Ltd. Durango Capital, Ltd. is owned 50% by The Apollo Trust (established under the laws of Bermuda) and 50% by The Minerva Trust (established under the laws of Bermuda). (5) Durango Capital, Ltd. is a British Virgin Islands company.

SCHEDULE 13G

CUSIP No. 29272W109

1

Names of Reporting Persons

Fundacion Omerinta

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

PANAMA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 7,000,000.00
7	Sole Dispositive Power
8	Shared Dispositive Power 7,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,000,000.00

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)

10.25 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: (6) Fundacion Omerinta is the Protector of each of The Apollo Trust and The Minerva Trust. As the Protector, Fundacion Omerinta controls the appointment of the trustees of The Apollo Trust and The Minerva Trust, which are the only shareholders of Durango Capital, Ltd., the sole shareholder of Aqua Capital, Ltd. (7) Fundacion Omerinta is a Panamanian Private Interest Foundation.

SCHEDULE 13G

CUSIP No. 29272W109

1

Names of Reporting Persons

Brinza International Corp

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

BELIZE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 7,000,000.00
7	Sole Dispositive Power
8	Shared Dispositive Power 7,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,000,000.00

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)

10.25 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: (8) Brinza International Corp. is the Founder and sole member of the Foundation Council (which acts like a board of directors) of Fundacion Omerinta. (9) Brinza International Corp. is a company organized in Belize.

SCHEDULE 13G

CUSIP No. 29272W109

1

Names of Reporting Persons

Fundacion Barniz

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

PANAMA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 7,000,000.00
7	Sole Dispositive Power
8	Shared Dispositive Power 7,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,000,000.00

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)

10.25 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: (10) Fundacion Barniz is the sole shareholder of Brinza International Corp. (11) Fundacion Barniz is a Panamanian Private Interest Foundation.

SCHEDULE 13G

CUSIP No. 29272W109

1

Names of Reporting Persons

Alfredo Jose Diez Ramirez

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

COLOMBIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power
6	Shared Voting Power 7,000,000.00
7	Sole Dispositive Power
8	Shared Dispositive Power 7,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,000,000.00

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)

10.25 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: (12) Alfredo Jose Diez Ramirez is the Founder and Protector of Fundacion Barniz and the sole director and president of Durango Capital, Ltd. EXPLANATORY NOTE Aqua Capital, Ltd. ("Aqua") is the direct holder of the shares of Energizer Holdings, Inc. Common Stock. The following is a brief summary of the organizational structure of the Reporting Persons: 1. Aqua is a British Virgin Islands company. Aqua is wholly owned by Durango Capital, Ltd. ("Durango"). 2. Durango is a British Virgin Islands company. Its sole director is Alfredo Jose Diez Ramirez. Durango is owned 50% by The Apollo Trust ("The Apollo Trust") and 50% by The Minerva Trust ("The Minerva Trust"). 3. The Apollo Trust is established under the laws of Bermuda. Its Settlor is Alfredo Jose Diez Ramirez. Its Protector is Fundacion Omerinta ("Omerinta"). 4. The Minerva Trust is established under the laws of Bermuda. Its Protector is Omerinta. 5. Omerinta is a Panamanian Private Interest Foundation. Omerinta has a Foundation Council which operates like a board of directors. The sole member of the Foundation Council is Brinza International Corp. ("Brinza"), which is also the Founder. The Founder's powers are akin to those of an owner. The Foundation Council was also appointed by the Founder. 6. Brinza is a company organized in Belize. Brinza is wholly owned by Fundacion Barniz ("Barniz"). 7. Barniz is a Panamanian Private Interest Foundation. The primary beneficiary, the Protector and the Founder of Barniz is Alfredo Jose Diez Ramirez.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ENERGIZER HOLDINGS, INC.
(b)	Address of issuer's principal executive offices: 8235 Forsyth Blvd., Suite 100, Clayton, Missouri, 63105
Item 2.
(a)	Name of person filing: The statement is being filed by: (i) Aqua Capital, Ltd., a British Virgin Islands company; (ii) Durango Capital, Ltd., a British Virgin Islands company; (iii) Fundacion Omerinta, a Panamanian Private Interest Foundation; (iv) Brinza International Corp., a company organized in Belize; (v) Fundacion Barniz, a Panamanian Private Interest Foundation; and (vi) Alfredo Jose Diez Ramirez.
(b)	Address or principal business office or, if none, residence: The principal business address of each of the Reporting Persons is as follows: Aqua Capital, Ltd. Tortola Pier Park, Building l, Second Floor Wickhams Cay 1 Road Town, Tortola British Virgin Islands Durango Capital, Ltd. Tortola Pier Park, Building l, Second Floor Wickhams Cay 1 Road Town, Tortola British Virgin Islands Fundacion Omerinta Calle Aquilino de la Guardia, No. 8 Edificio IGRA Panama Republica de Panama Brinza International Corp. 60 Market Square Belize City, Belize Fundacion Barniz Calle Aquilino de la Guardia, No. 8 Edificio IGRA Panama Republica de Panama Alfredo Jose Diez Ramirez Edificio Los Rincones Calle 4 #3915 Apt.101 Medellin, Republica de Colombia
(c)	Citizenship: See response to Item 4 on each of the cover pages.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 29272W109
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 on each cover page.
(b)	Percent of class: See responses to Item 11 on each cover page.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Item 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See responses to Item 6 on each cover page.
	(iii) Sole power to dispose or to direct the disposition of: See responses to Item 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Item 8 on each cover page.
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.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See response to Item 2(a) above.
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.

Aqua Capital, Ltd.

Signature:	/s/ Alfredo Jose Diez Ramirez
Name/Title:	Alfredo Jose Diez Ramirez / President
Date:	08/14/2025

Durango Capital, Ltd.

Signature:	/s/ Alfredo Jose Diez Ramirez
Name/Title:	Alfredo Jose Diez Ramirez / President
Date:	08/14/2025

Fundacion Omerinta

Signature:	/s/ Ida Lides de Rodriguez
Name/Title:	Ida Lides de Rodriguez / President of Brinza International Corp., Sole Member of the Foundation Council
Date:	08/14/2025

Brinza International Corp

Signature:	/s/ Ida Lides de Rodriguez
Name/Title:	Ida Lides de Rodriguez / President
Date:	08/14/2025

Fundacion Barniz

Signature:	/s/ Arcenio Abdiel Barrios Solis
Name/Title:	Arcenio Abdiel Barrios Solis / President of the Foundation Council
Date:	08/14/2025

Alfredo Jose Diez Ramirez

Signature:	/s/ Alfredo Jose Diez Ramirez
Name/Title:	Alfredo Jose Diez Ramirez
Date:	08/14/2025

FAQ

How many Energizer (ENR) shares are reported and what percent of the class does that represent?

7,000,000 shares, representing 10.25% of the outstanding common stock as reported in the filing

Who filed the Schedule 13G/A for ENR?

Reporting persons: Aqua Capital, Ltd.; Durango Capital, Ltd.; Fundacion Omerinta; Brinza International Corp.; Fundacion Barniz; and Alfredo Jose Diez Ramirez

Does the filing indicate intent to change or influence control of Energizer?

No. Item 10 certifies the securities were not acquired and are not held to change or influence control of the issuer

Which entity is the direct holder of the Energizer shares?

Aqua Capital, Ltd. is identified as the direct holder of the Energizer common stock

What are the key dates in the filing?

Date of event requiring filing: 08/04/2025. Signatures on the amendment dated: 08/14/2025