[SCHEDULE 13G/A] GSR III Acquisition Corp. Unit SEC Filing

Rhea-AI Filing Summary

Three reporting persons filed a Schedule 13G/A disclosing positions in GSR III Acquisition Corp. Westchester Capital Management, LLC reports 516,137 shares (2.20%); Virtus Investment Advisers, LLC reports 380,080 shares (1.62%); The Merger Fund reports 352,805 shares (1.51%) of Class A ordinary shares (CUSIP G4R103107).

The filing details voting and dispositive power: Westchester has sole voting and dispositive power over 136,057 shares and shared voting and dispositive power over 380,080 shares; Virtus and The Merger Fund report only shared voting and dispositive power for their reported amounts. The filing cites a share base of 23,422,500 outstanding shares as of May 14, 2025, and includes a certification that the securities are held in the ordinary course and not for the purpose of changing control.

Insights

Securities Analyst

TL;DR: Reported positions are modest passive stakes below 5% and include detailed voting/dispositive breakdowns.

The Schedule 13G/A shows three related reporting persons disclosing passive ownership in GSR III Acquisition Corp with the largest single reporting person (Westchester) holding 2.20% of the class. The breakdown between sole and shared voting/dispositive power is important for governance visibility: Westchester retains sole power over 136,057 shares and shared power over 380,080, while Virtus and The Merger Fund report only shared powers. The filing references the issuer's reported outstanding share count of 23,422,500, which provides the basis for the percent calculations. Overall, these are disclosure and compliance items rather than indicators of control or imminent corporate action.

Corporate Governance Expert

TL;DR: The filing documents passive holdings and clarifies voting authority, aiding transparency for shareholders.

The document records that the reporting persons assert the securities are held in the ordinary course and not to influence control, consistent with Schedule 13G reporting. The specified allocation of sole versus shared voting and dispositive powers—particularly Westchester's retained sole powers on a subset of shares—helps market participants understand which entity can exercise direct voting authority on listed shares. Signatures from each reporting entity's compliance officer or counsel date the disclosure to 08/14/2025, reinforcing that the holdings and certifications reflect the reporting parties' contemporaneous view.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

GSR III Acquisition Corp.

(Name of Issuer)

Class A ordinary shares, $0.0001 par value per share

(Title of Class of Securities)

G4R103107

(CUSIP Number)

06/30/2025

(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. G4R103107

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 136,057.00
6	Shared Voting Power 380,080.00
7	Sole Dispositive Power 136,057.00
8	Shared Dispositive Power 380,080.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

516,137.00

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)

2.2 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: * Based on 23,422,500 Shares outstanding as of May 14, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025.

SCHEDULE 13G

CUSIP No. G4R103107

1

Names of Reporting Persons

Virtus Investment Advisers, 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 380,080.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 380,080.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

380,080.00

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)

1.62 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: * Based on 23,422,500 Shares outstanding as of May 14, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025. The amounts reported on this page are also included in the amounts reported by Westchester Capital Management, LLC on this Schedule 13G.

SCHEDULE 13G

CUSIP No. G4R103107

1

Names of Reporting Persons

The Merger Fund

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

MASSACHUSETTS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 352,805.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 352,805.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

352,805.00

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)

1.51 %

12

Type of Reporting Person (See Instructions)

IV

Comment for Type of Reporting Person: * Based on 23,422,500 Shares outstanding as of May 14, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 15, 2025. The amounts reported on this page are also included in the amounts reported by Virtus Investment Advisers, LLC on this Schedule 13G.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: GSR III Acquisition Corp.
(b)	Address of issuer's principal executive offices: 5900 Balcones Drive, Suite 100, Austin, Texas, 78731
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, Virtus Investment Advisers, LLC ("Virtus"), a Delaware limited liability company, and The Merger Fund ("MF"), a Massachusetts business trust. Virtus, a registered investment adviser, serves as the investment adviser to MF and The Merger Fund VL ("MF VL"). Westchester, a registered investment adviser, serves as sub-advisor to each of MF, MF VL and JNL Multi-Manager Alternative Fund ("JARB", together with MF and MF VL, the "Funds"). The Funds directly hold 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.
(b)	Address or principal business office or, if none, residence: Westchester Capital Management, LLC 100 Summit Lake Drive, Valhalla, NY 10595 Virtus Investment Advisers, LLC One Financial Plaza, Hartford, CT 06103 The Merger Fund 101 Munson Street, Greenfield, MA 01301-9683
(c)	Citizenship: Each of Westchester and Virtus are organized under the laws of the State of Delaware. MF is organized under the laws of the State of Massachusetts.
(d)	Title of class of securities: Class A ordinary shares, $0.0001 par value per share
(e)	CUSIP No.: G4R103107
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: 516,137 Virtus Investment Advisers, LLC: 380,080 The Merger Fund: 352,805
(b)	Percent of class: Westchester Capital Management, LLC: 2.20% Virtus Investment Advisers, LLC: 1.62% The Merger Fund: 1.51%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Westchester Capital Management, LLC: 136,057 Virtus Investment Advisers, LLC: 0 The Merger Fund: 0
	(ii) Shared power to vote or to direct the vote: Westchester Capital Management, LLC: 380,080 Virtus Investment Advisers, LLC: 380,080 The Merger Fund: 352,805
	(iii) Sole power to dispose or to direct the disposition of: Westchester Capital Management, LLC: 136,057 Virtus Investment Advisers, LLC: 0 The Merger Fund: 0
	(iv) Shared power to dispose or to direct the disposition of: Westchester Capital Management, LLC: 380,080 Virtus Investment Advisers, LLC: 380,080 The Merger Fund: 352,805
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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.

Westchester Capital Management, LLC

Signature:	/s/ CaSaundra Wu
Name/Title:	CaSaundra Wu / Chief Compliance Officer
Date:	08/14/2025

Virtus Investment Advisers, LLC

Signature:	/s/ Chetram Persaud
Name/Title:	Chetram Persaud / Chief Compliance Officer
Date:	08/14/2025

The Merger Fund

Signature:	/s/ Daphne Chisolm
Name/Title:	Daphne Chisolm / Vice President, Counsel and Assistant Secretary
Date:	08/14/2025