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Caddis Holdings (FRMI) corrects filing, details 52.3M Fermi shares

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Caddis Holdings and Griffin Perry filed Amendment No. 2 to their Schedule 13D on Fermi Inc. to correct a clerical error in previously reported share sales under an option. They report beneficial ownership of 52,256,833 shares of Fermi common stock, representing 8.2% of the class, based on 637,574,239 shares outstanding as of May 11, 2026.

The position was originally acquired as co-founders before Fermi’s IPO for approximately $114,965.03. Recent dispositions resulted from an option granted in connection with Fermi’s Series C fundraising, with exercise decisions made by option holders rather than the reporting persons. Caddis retains board nomination rights while it holds more than 50% of its post-IPO shares and states it continues to hold a substantial majority of its position and to support Fermi’s board, management, and long-term plan.

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Beneficial ownership 52,256,833 shares Common Stock beneficially owned by each reporting person
Ownership percentage 8.2% Percent of Fermi common stock represented by reported holdings
Shares outstanding 637,574,239 shares Fermi common stock outstanding as of May 11, 2026 per Form 10-Q
Initial purchase amount $114,965.03 Approximate investment capital used to buy the reported common stock pre-IPO
Amendment number Amendment No. 2 Current amendment to prior Schedule 13D/A
Event date June 30, 2026 Date of event requiring filing of this Schedule 13D amendment
beneficially owned financial
"The percentages reported in this Amendment were calculated based upon the 637,574,239 shares of Common Stock outstanding..."
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.
Schedule 13D regulatory
"The transactions effected by the Reporting Persons in the Common Stock of the Issuer since the previous 13D filing..."
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
Director Nomination Agreement financial
"Caddis entered into that certain Director Nomination Agreement by and between the Issuer, Caddis, and other shareholders..."
Series C fundraising round financial
"The sales reported on Schedule A hereof were exercised pursuant to an option granted... in connection with the Series C fundraising round..."
initial public offering financial
"The Reporting Persons originally acquired the Common Stock reported herein as a Co-Founder of the Issuer prior to the initial public offering..."
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
shared voting power financial
"Shared Voting Power 52,256,833.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
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FAQ

What stake in Fermi Inc. (FRMI) does Caddis Holdings report in this amendment?

Caddis Holdings and Griffin Perry report beneficial ownership of 52,256,833 Fermi common shares, representing 8.2% of the outstanding stock based on 637,574,239 shares as of May 11, 2026, as disclosed in Fermi’s Form 10-Q.

Why did Caddis Holdings and Griffin Perry amend their Schedule 13D for Fermi (FRMI)?

They amended their Schedule 13D to correct a clerical error in the previously disclosed number of shares sold under an option. The filing clarifies that reported dispositions stemmed from an option tied to Fermi’s Series C fundraising, not from a discretionary reduction of their investment.

How did Caddis originally acquire its Fermi Inc. (FRMI) shares?

The filing states the common stock was purchased before Fermi’s initial public offering using Caddis investment capital for approximately $114,965.03. The reporting persons describe themselves as co-founders who acquired the position pre-IPO as part of their early involvement with the company.

Do Caddis Holdings and Griffin Perry plan to reduce their Fermi (FRMI) investment?

The reporting persons state the dispositions under the option were not a decision to reduce their investment. They say they continue to beneficially own a substantial majority of their Fermi position and reaffirm support for the board, management team, and the company’s long-term strategic plan.

What governance rights does Caddis have at Fermi Inc. (FRMI)?

Under a Director Nomination Agreement, Caddis may nominate one designee to Fermi’s board for as long as it beneficially owns more than 50% of the common shares it held immediately after the IPO. This agreement was filed as an exhibit to a prior Fermi registration statement.

What flexibility do Caddis and Griffin Perry describe for their future Fermi (FRMI) holdings?

They indicate they will continuously review their Fermi investment and may buy additional shares, sell some or all holdings, or use derivatives and hedging strategies. Any decisions will depend on Fermi’s performance, stock price, liquidity needs, and broader market and economic conditions.





314911108

(CUSIP Number)
Caddis Holdings, LP
1333 Oak Lawn Ave., Suite 900
Dallas, TX, 75207
214-300-9007

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
06/30/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
This amendment to the Schedule 13D/A filed on July 2, 2026 is being filed to correct a clerical error in the disclosure of the number of shares sold pursuant to the Option. Percentage of class represented is calculated based on 637,574,239 shares of Common Stock outstanding as of May 11, 2026, as reported on the Issuer's Form 10-Q filed on May 15, 2026, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 (the "10-Q").


SCHEDULE 13D




Comment for Type of Reporting Person:
This amendment to the Schedule 13D/A filed on July 2, 2026 is being filed to correct a clerical error in the disclosure of the number of shares sold pursuant to the Option. Percentage of class represented is calculated based on 637,574,239 shares of Common Stock outstanding as of May 11, 2026, as reported on the Form 10-Q.


SCHEDULE 13D


Caddis Holdings, LP
Signature:/s/ Griffin Perry
Name/Title:Griffin Perry
Date:07/08/2026
Perry Griffin
Signature:/s/ Griffin Perry
Name/Title:Griffin Perry
Date:07/08/2026