GD Culture: Thomas Corley reports 9.0M shares

GD Culture Group Ltd reports that Thomas Corley beneficially owns 9,001,000 shares of Common Stock, representing 14.8% of the class.

Rhea-AI Filing Summary

GD Culture Group Ltd reports that Thomas Corley beneficially owns 9,001,000 shares of Common Stock, representing 14.8% of the class. The percentage is based on 60,759,711 shares outstanding as of April 10, 2026, per the company’s reported figure.

The filing is an Amendment No. 1 to a Schedule 13G/A and is signed by Thomas Corley on 06/23/2026. The disclosure shows sole voting and dispositive power over the reported shares.

Insights

Corporate Governance Analyst

Large passive stake disclosed with sole voting control; governance implications depend on holder intent.

The filing shows 9,001,000 shares (14.8%) held with sole voting and dispositive power by Thomas Corley as of the amendment. A Schedule 13G/A typically signals a passive investor but sole voting control is notable.

Whether this affects board engagement or voting outcomes depends on the holder's intentions and any changes in holdings; subsequent filings may clarify any active intent or plans.

Securities Compliance Advisor

Disclosure aligns with Section 13 reporting; document clarifies percent and outstanding share base.

The amendment cites a shares-outstanding base of April 10, 2026 and states sole power to vote and dispose of 9,001,000 shares. The signature date is 06/23/2026.

Filing completeness hinges on whether additional schedules (e.g., 13D) become necessary if the holder shifts from passive to active; current excerpt shows no such conversion language.

Key Figures

Beneficially owned: 9,001,000 shares Percent of class: 14.8% Shares outstanding: 60,759,711 shares

3 metrics

Beneficially owned 9,001,000 shares Amount reported as beneficially owned by Thomas Corley

Percent of class 14.8% Percentage of common stock based on outstanding share count

Shares outstanding 60,759,711 shares Outstanding shares used as the basis, as of April 10, 2026

Key Terms

beneficially owned, Schedule 13G/A, sole dispositive power

3 terms

beneficially owned regulatory

"Amount beneficially owned: 9001000 (appears in Item 4)"

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 13G/A regulatory

"Amendment No. 1 ) ... SCHEDULE 13G/A context in header"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

sole dispositive power regulatory

"Sole power to dispose or to direct the disposition of: 9001000"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake does Thomas Corley report in GD Culture (GDC)?

Thomas Corley reports beneficial ownership of 9,001,000 shares, equal to 14.8% of the class. This percentage uses a base of 60,759,711 shares outstanding as of April 10, 2026, cited in the filing.

What voting and disposition powers are disclosed by Thomas Corley?

The filing states Corley has sole voting power and sole dispositive power over all 9,001,000 reported shares. The Schedule 13G/A lists zero shared voting or shared dispositive power.

What date anchors the shares outstanding used to compute 14.8%?

The percentage is based on 60,759,711 shares outstanding as of April 10, 2026. That figure is cited verbatim in the filing's explanatory comment accompanying the ownership percentage.

Does this filing indicate an active acquisition or change in intent?

The amendment is a Schedule 13G/A disclosure showing beneficial ownership; it does not state a change from passive to active intent. No language in the excerpt converts the filing to a Schedule 13D.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/23/2026 - 10:54 AM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

GD Culture Group Ltd

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

19200A204

(CUSIP Number)

06/23/2026

(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): 19200A204

1

Names of Reporting Persons

Corley Thomas John

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

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 9,001,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 9,001,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

9,001,000.00

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)

14.8 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Percentage of class is based on a total of 60,759,711 Shares issued and outstanding as of April 10, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: GD Culture Group Ltd
(b)	Address of issuer's principal executive offices: 111 TOWN SQUARE PLACE, 111 TOWN SQUARE PLACE, JERSEY CITY, NEW JERSEY, 07310.
Item 2.
(a)	Name of person filing: Thomas Corley
(b)	Address or principal business office or, if none, residence: 132 Washington Place State College, PA 16801
(c)	Citizenship: United States
(d)	Title of class of securities: Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 19200A204
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: 9001000
(b)	Percent of class: 14.8 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 9001000
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 9001000
	(iv) Shared power to dispose or to direct the disposition of: 0
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.

Corley Thomas John

Signature:	Thomas Corley
Name/Title:	Individual
Date:	06/23/2026