RiverNorth Reports 494,256-Share Passive Holding in IROHU

Rhea-AI Filing Summary

RiverNorth Capital Management, LLC reports beneficial ownership of 494,256 shares of Iron Horse Acquisition Corp common stock, representing 5.57% of the class. The filer states it holds sole voting and sole dispositive power over these shares and made its disclosure under the passive investor provisions of Schedule 13G. The filing affirms the securities are held in the ordinary course of business and were not acquired to change or influence control of the issuer. The record also notes that other persons may have the right to receive proceeds from the sale of the reported securities.

Positive

• Material passive ownership: RiverNorth reports owning 494,256 shares, equal to 5.57% of Iron Horse Acquisition common stock.
• Sole control of reported shares: The filer indicates sole voting and sole dispositive power over the 494,256 shares.

Negative

• None.

Insights

Financial Analyst

TL;DR: A 5.57% passive stake is material for disclosure but is non-controlling under a Schedule 13G filing.

RiverNorth's reported holding of 494,256 shares (5.57%) meets the threshold that triggers public disclosure. Because the filing is a Schedule 13G and includes a certification that the position is held in the ordinary course of business and not to influence control, the immediate governance impact is limited. The combination of sole voting and sole dispositive power means RiverNorth can vote and sell these shares directly, but the filer expressly disclaims an intent to effect control.

Corporate Governance Expert

TL;DR: Ownership exceeds 5% so disclosure is required; governance implications appear limited given passive classification.

The position is legally significant because it crosses the 5% disclosure threshold. The filing cites passive-investor rules, indicating no declared activist intent. From a governance perspective, the holder's sole voting power gives it procedural influence in shareholder votes, yet the certification reduces concern about an imminent control contest. Note that the filing also states that other persons may be entitled to proceeds, suggesting some underlying arrangements for economic interests.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Iron Horse Acquisition Corp.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

462837105

(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. 462837105

1

Names of Reporting Persons

RIVERNORTH 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 494,256.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 494,256.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

494,256.00

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)

5.57 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Iron Horse Acquisition Corp.
(b)	Address of issuer's principal executive offices: P.O. BOX 2506, TOLUCA LAKE, CA, 91610
Item 2.
(a)	Name of person filing: RiverNorth Capital Management, LLC
(b)	Address or principal business office or, if none, residence: 360 S. Rosemary Avenue, Ste. 1420 West Palm Beach, Florida 33401
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 462837105
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: 494,256
(b)	Percent of class: 5.57 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 494,256
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 494,256
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
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. Other persons have the right to receive the proceeds from the sale of the securities reported herein.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Not applicable.
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. Not applicable.
Item 9.	Notice of Dissolution of Group.
	Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. 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.

RIVERNORTH CAPITAL MANAGEMENT, LLC

Signature:	/s/ Marcus Collins
Name/Title:	Marcus Collins, General Counsel and Chief Compliance Officer
Date:	08/14/2025

FAQ

How many IROHU shares does RiverNorth own?

RiverNorth reports beneficial ownership of 494,256 shares, representing 5.57% of the class.

Does RiverNorth have voting control over IROHU shares?

Yes; the filing reports sole voting power and sole dispositive power over the 494,256 shares.

Is this a Schedule 13G or 13D filing for IROHU?

This is a Schedule 13G filed under the passive investor provisions.

Was the position acquired to influence control of IROHU?

The filing includes a certification that the securities were acquired and are held in the ordinary course of business and not to change or influence control.

Are others entitled to proceeds from sale of the reported securities?

The filing states that other persons have the right to receive the proceeds from the sale of the reported securities.