GigCapital8 Corp ownership disclosure: Westchester Capital Management, LLC and Westchester Capital Partners, LLC filed a joint Schedule 13G reporting beneficial ownership of Class A ordinary shares. Westchester Capital Management beneficially owns 1,318,232 shares (5.14%) and Westchester Capital Partners beneficially owns 11,768 shares (0.05%). The filing states 25,657,625 shares outstanding as of March 30, 2026 as reported in the issuer's Form 10-K. The filing lists sole and shared voting and dispositive powers attributable to each reporting person and is signed by the Chief Compliance Officer.
Positive
None.
Negative
None.
Insights
Large registered fund reports a passive >5% stake in GIW.
Westchester Capital Management's 1,318,232 shares (5.14%) represents a disclosed passive beneficial position calculated against 25,657,625 shares outstanding as of March 30, 2026. The filing follows Schedule 13G formality for institutional investors reporting beneficial ownership.
Cash‑flow treatment and any plans to buy or sell are not included in the excerpt; subsequent filings would show changes in position.
Voting and dispositive powers are split between sole and shared holdings.
The disclosure itemizes sole voting/dispositive power (Westchester: 111,171 shares) and shared voting/dispositive power (Westchester: 1,207,061 shares), which affects how influence over corporate actions may be exercised.
Because the filing is a passive 13G, it expressly avoids indicating group control; the statement notes the parties "may be deemed" a group but disclaims admission of that status.
Key Figures
Westchester ownership:1,318,232 sharesWCP ownership:11,768 sharesPercent of class:5.14%+3 more
6 metrics
Westchester ownership1,318,232 sharesBeneficially owned by Westchester Capital Management
WCP ownership11,768 sharesBeneficially owned by Westchester Capital Partners
Percent of class5.14%Westchester Capital Management percentage of Class A shares
Shares outstanding25,657,625 sharesOutstanding as of March 30, 2026 (source: issuer's Form 10-K)
Sole voting power (Westchester)111,171 sharesSole power to vote or direct the vote
Shared voting power (Westchester)1,207,061 sharesShared power to vote or direct the vote
Key Terms
Schedule 13G, Beneficial ownership, Sole/Shared voting power
3 terms
Schedule 13Gregulatory
"This statement is being filed jointly by the following"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Beneficial ownershipfinancial
"Amount beneficially owned: Westchester Capital Management, LLC: 1,318,232"
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.
Sole/Shared voting powergovernance
"Sole Voting Power 111,171.00 ... Shared Voting Power 1,207,061.00"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
GigCapital8 Corp
(Name of Issuer)
Class A ordinary shares, $0.0001 par value per share
(Title of Class of Securities)
G3864J100
(CUSIP Number)
03/31/2026
(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):
G3864J100
1
Names of Reporting Persons
Westchester Capital Management, 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
111,171.00
6
Shared Voting Power
1,207,061.00
7
Sole Dispositive Power
111,171.00
8
Shared Dispositive Power
1,207,061.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,318,232.00
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)
5.14 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: * Based on 25,657,625 Shares outstanding as of March 30, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2026.
SCHEDULE 13G
CUSIP Number(s):
G3864J100
1
Names of Reporting Persons
Westchester Capital Partners, 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
11,768.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
11,768.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
11,768.00
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)
0.05 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: * Based on 25,657,625 Shares outstanding as of March 30, 2026, as reported in the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2026.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
GigCapital8 Corp
(b)
Address of issuer's principal executive offices:
1731 Embarcadero Rd., Suite 200 Palo Alto, CA 94303
Item 2.
(a)
Name of person filing:
This statement is being filed jointly by the following (each, a "Reporting Person," and collectively, the "Reporting Persons"): Westchester Capital Management, LLC ("Westchester"), a Delaware limited liability company, and Westchester Capital Partners, LLC ("WCP"), a Delaware limited liability company.
Westchester, a registered investment adviser, serves as sub-advisor to each of The Merger Fund ("MF"), The Merger Fund VL ("MF VL"), Virtus Westchester Event-Driven Fund ("EDF"), Virtus Westchester Credit Event Fund ("CEF"), JNL/Westchester Capital Event Driven Fund ("JNL"), JNL Multi-Manager Alternative Fund ("JARB") and Principal Funds, Inc. - Global Multi-Strategy Fund ("PRIN"). WCP, a registered investment adviser, serves as investment adviser to Westchester Capital Master Trust ("Master Trust", together with MF, MF VL, EDF, CEF, JNL, JARB and PRIN, the "Funds"). The Funds directly hold Class A Ordinary Shares of the Company for the benefit of the investors in those Funds. Mr. Roy Behren and Mr. Michael T. Shannon each serve as Co-Presidents of Westchester.
Westchester and WCP often make acquisitions in, and dispose of, securities of an issuer on the same terms and conditions and at the same time. Based on the foregoing and the relationships described herein, these parties may be deemed to constitute a "group" for purposes of Section 13(g)(3) of the Act. The filing of this statement shall not be construed as an admission that the Reporting Persons are a group, or have agreed to act as a group.
(b)
Address or principal business office or, if none, residence:
Westchester Capital Management, LLC
100 Summit Lake Drive, Valhalla, NY 10595
Westchester Capital Partners, LLC
100 Summit Lake Drive, Valhalla, NY 10595
(c)
Citizenship:
Each of Westchester and WCP are organized under the laws of the State of Delaware.
(d)
Title of class of securities:
Class A ordinary shares, $0.0001 par value per share
(e)
CUSIP Number(s):
G3864J100
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:
Westchester Capital Management, LLC: 1,318,232
Westchester Capital Partners, LLC: 11,768
(b)
Percent of class:
Westchester Capital Management, LLC: 5.14%
Westchester Capital Partners, LLC: 0.05%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Westchester Capital Management, LLC: 111,171
Westchester Capital Partners, LLC: 11,768
(ii) Shared power to vote or to direct the vote:
Westchester Capital Management, LLC: 1,207,061
Westchester Capital Partners, LLC: 0
(iii) Sole power to dispose or to direct the disposition of:
Westchester Capital Management, LLC: 111,171
Westchester Capital Partners, LLC: 11,768
(iv) Shared power to dispose or to direct the disposition of:
Westchester Capital Management, LLC: 1,207,061
Westchester Capital Partners, LLC: 0
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 acquired and are held in the ordinary course of business and 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.
What stake does Westchester Capital Management report in GIW?
Westchester Capital Management reports beneficial ownership of 1,318,232 shares, equal to 5.14% of Class A ordinary shares, as stated in the Schedule 13G filing.
How many shares outstanding does GigCapital8 report in the filing?
The filing cites 25,657,625 shares outstanding as of March 30, 2026, referenced from the issuer's Annual Report on Form 10-K filed March 31, 2026.
What voting power does Westchester hold over GIW shares?
Westchester Capital Management reports 111,171 shares sole voting power and 1,207,061 shares shared voting power, per the Schedule 13G disclosure.
Does the filing indicate Westchester will act as a group?
The filing states the parties "may be deemed" a group under Section 13(g)(3) but expressly says the statement shall not be construed as an admission that they are a group or have agreed to act as one.
