Glazer Capital and Paul Glazer disclose 2.74% HVII ownership stake

Rhea-AI Filing Summary

Hennessy Capital Investment Corp. VII received an amended Schedule 13G from Glazer Capital, LLC and Paul J. Glazer. The filing reports beneficial ownership of 540,100 Class A ordinary shares, representing 2.74% of the outstanding class.

The shares are held by funds and managed accounts advised by Glazer Capital, with voting and dispositive power shared, and no sole power reported. The reporting persons certify the position is held in the ordinary course of business and not for the purpose of changing or influencing control of the company.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

HENNESSY CAPITAL INVESTMENT CORP. VII

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G4405D107

(CUSIP Number)

12/31/2025

(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. G4405D107

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 540,100.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 540,100.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

540,100.00

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)

2.74 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. G4405D107

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 540,100.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 540,100.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

540,100.00

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)

2.74 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: HENNESSY CAPITAL INVESTMENT CORP. VII
(b)	Address of issuer's principal executive offices: 195 US Hwy 50, Suite 309, Zephyr Cove, NV 89448
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: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G4405D107
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: 540,100
(b)	Percent of class: 2.74%
(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: 540,100
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 540,100
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.

Glazer Capital, LLC

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer, Managing Member
Date:	02/12/2026

Paul J. Glazer

Signature:	Paul J. Glazer
Name/Title:	Paul J. Glazer
Date:	02/12/2026

FAQ

What ownership stake in HVII does Glazer Capital report in this Schedule 13G/A?

Glazer Capital reports beneficial ownership of 540,100 Class A shares, representing 2.74% of Hennessy Capital Investment Corp. VII. These shares are held through funds and managed accounts it advises, with shared voting and dispositive power and no sole authority disclosed in the filing.

Who are the reporting persons in the Hennessy Capital Investment Corp. VII (HVII) Schedule 13G/A?

The reporting persons are Glazer Capital, LLC and its Managing Member, Paul J. Glazer. Glazer Capital serves as investment manager to certain funds and accounts, while Paul J. Glazer reports due to his role, with both disclaiming admission of beneficial ownership for all Section 13 purposes.

How much voting and dispositive power over HVII shares is reported in this filing?

The filing reports zero sole voting and dispositive power, and shared voting and dispositive power over 540,100 Class A shares. This structure reflects that authority is exercised collectively for the Glazer-managed funds and accounts rather than individually by the reporting persons.

Does the HVII Schedule 13G/A indicate any intent to influence control of the company?

The filing explicitly states the securities were acquired and are held in the ordinary course of business, not to change or influence control. It further clarifies they are not held in connection with any transaction intended to affect control, aside from limited nomination-related activities referenced.

Why does the Schedule 13G/A for HVII note ownership of 5 percent or less of the class?

Item 5 confirms the reporting persons’ beneficial ownership is 5 percent or less of the Class A ordinary shares. With a 2.74% stake, they fall below the 5% threshold, which is important for how their holdings are categorized and reported under Section 13 rules.