Gulf Island Fabrication, Inc. received a Schedule 13G reporting that Glazer Capital, LLC and its managing member Paul J. Glazer beneficially own 1,092,815 shares of its common stock, representing 6.83% of the class. The shares are held by certain funds and managed accounts known as the Glazer Funds, including Glazer Capital Enhanced Master Fund, Ltd.
The reporting persons state they have shared power to vote and dispose of these shares and no sole power. They certify that the securities were not acquired and are not held for the purpose of changing or influencing control of the company, indicating a passive investment position.
Positive
None.
Negative
None.
Insights
Glazer Capital discloses a passive 6.83% stake in GIFI.
Glazer Capital, LLC and Paul J. Glazer report beneficial ownership of 1,092,815 Gulf Island Fabrication common shares, equal to 6.83% of the class. The stake is held through Glazer Funds, with Glazer Capital acting as investment manager.
The filing shows shared voting and dispositive power over all reported shares, and no sole authority, which is typical for fund-managed positions. The certification explicitly states the position was not acquired to change or influence control, aligning this with a passive institutional ownership disclosure rather than an activist move.
The appearance of a holder above the 5% threshold can matter for float dynamics and governance visibility, but here the neutral, passive language and lack of control intent keep the overall impact modest from a strategic or control perspective.
What ownership stake in GIFI does Glazer Capital report on this Schedule 13G?
Glazer Capital, LLC and Paul J. Glazer report beneficial ownership of 1,092,815 shares of Gulf Island Fabrication common stock, representing 6.83% of the class.
Who are the reporting persons in the Gulf Island Fabrication (GIFI) Schedule 13G?
The reporting persons are Glazer Capital, LLC, a Delaware limited liability company, and Paul J. Glazer, a United States citizen and Managing Member of Glazer Capital.
Do Glazer Capital and Paul J. Glazer have control intent over Gulf Island Fabrication (GIFI)?
They certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Gulf Island Fabrication and are not part of any transaction with that purpose.
How much voting and dispositive power over GIFI shares is reported by Glazer Capital?
They report 0 shares with sole voting or dispositive power and 1,092,815 shares with shared voting and shared dispositive power.
Which Glazer fund holds more than 5% of Gulf Island Fabrication common stock?
Glazer Capital Enhanced Master Fund, Ltd., one of the Glazer Funds, has the right to receive or direct the receipt of proceeds from the sale of more than 5% of Gulf Island Fabrication’s outstanding common stock.
When did the ownership event triggering this GIFI Schedule 13G occur?
The date of the event requiring the Schedule 13G filing is listed as 01/02/2026.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Gulf Island Fabrication, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
402307102
(CUSIP Number)
01/02/2026
(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)
SCHEDULE 13G
CUSIP No.
402307102
1
Names of Reporting Persons
Glazer Capital, LLC
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
1,092,815.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,092,815.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,092,815.00
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)
6.83 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP No.
402307102
1
Names of Reporting Persons
Paul J. Glazer
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,092,815.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,092,815.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,092,815.00
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)
6.83 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Gulf Island Fabrication, Inc.
(b)
Address of issuer's principal executive offices:
2170 Buckthorne Place, Suite 420, The woodlands, Texas 77380
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Glazer Capital, LLC, a Delaware limited liability company ("Glazer Capital"), with respect to the shares of Common Stock (as defined in Item 2(d)) held by certain funds and managed accounts to which Glazer Capital serves as investment manager (collectively, the "Glazer Funds"); and
(ii) Mr. Paul J. Glazer ("Mr. Glazer"), who serves as the Managing Member of Glazer Capital, with respect to the shares of Common Stock held by the Glazer Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 250 West 55th Street, Suite 30A, New York, New York 10019.
(c)
Citizenship:
Glazer Capital is a Delaware limited liability company. Mr. Glazer is a United States citizen.
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
402307102
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:
1,092,815
(b)
Percent of class:
6.83%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,092,815
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
1,092,815
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2. Glazer Capital Enhanced Master Fund, Ltd., a Glazer Fund, has the right to receive or the power to direct the receipt of the proceeds from the sale of more than 5% of the shares of Common Stock outstanding.
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.
