Millennium reports 5.1% stake in Karbon Capital

Rhea-AI Filing Summary

Karbon Capital Partners Corp. ownership disclosure: an amendment to a Schedule 13G/A reports that Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander each report shared beneficial ownership of 1,818,585 shares, representing 5.1% of Class A Ordinary Shares based on 35,390,000 shares outstanding as disclosed in a Form 10-Q filed January 23, 2026. The filing is a joint statement and includes a Joint Filing Agreement dated May 7, 2026.

Insights

Corporate Governance Analyst

Joint 13G/A shows a 5.1% passive stake reported by Millennium-affiliated parties.

The filing lists 1,818,585 shares held with shared voting and dispositive power across Millennium entities and Israel A. Englander, computed against 35,390,000 shares outstanding per the issuer's January 23, 2026 Form 10-Q. The statement clarifies voting/dispositive roles and attaches a Joint Filing Agreement dated May 7, 2026.

Because this is a Schedule 13G/A amendment, it indicates a reported passive ownership filing rather than an active Section 13(d) control claim. Subsequent public filings may show changes in position; timing and cash‑flow treatment are not specified in the excerpt.

Key Figures

Shares beneficially owned: 1,818,585 shares Percent of class: 5.1% Shares outstanding used: 35,390,000 shares +2 more

5 metrics

Shares beneficially owned 1,818,585 shares reported shared ownership by Millennium entities and Israel A. Englander

Percent of class 5.1% percentage of Class A Ordinary Shares outstanding

Shares outstanding used 35,390,000 shares as disclosed in issuer's Form 10-Q filed January 23, 2026

Filing type Schedule 13G/A (Amendment No. 1) joint ownership disclosure amendment dated May 7, 2026

CUSIP G5225W100 Karbon Capital Class A Ordinary Shares

Key Terms

shared voting power, beneficially owned, Joint Filing Agreement

3 terms

shared voting power regulatory

"Shared Voting Power 1,818,585.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

beneficially owned regulatory

"Amount beneficially owned: See response to Item 9"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Joint Filing Agreement legal

"Joint Filing Agreement, dated as of May 7, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake does Millennium report in Karbon Capital (KBON)?

The filing reports a shared beneficial ownership of 1,818,585 shares, equal to 5.1% of Class A Ordinary Shares based on 35,390,000 shares outstanding per the issuer's Form 10-Q dated January 23, 2026.

Who are the filers named in the Schedule 13G/A for KBON?

The filers are Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander. The filing includes a Joint Filing Agreement executed on May 7, 2026 and signed by the listed parties.

Does the Schedule 13G/A indicate control of Karbon Capital?

The amendment reports shared voting and dispositive power over the disclosed shares but does not assert a Section 13(d) control position. It is filed as a joint Schedule 13G/A, reflecting reported beneficial ownership rather than an express control claim.

What basis was used to calculate the percentage ownership in KBON?

The percentage was calculated using 35,390,000 Class A Ordinary Shares outstanding, as disclosed in Karbon Capital Partners Corp.'s Form 10-Q filed with the SEC on January 23, 2026, producing the reported 5.1% figure.

Are the Millennium parties reporting sole voting power over the shares?

No. The filing shows 0 shares of sole voting power and reports 1,818,585 shares of shared voting power and shared dispositive power for the Millennium parties and Israel A. Englander.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/08/2026 - 05:20 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Karbon Capital Partners Corp.

(Name of Issuer)

Class A Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)

G5225W100

(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): G5225W100

1

Names of Reporting Persons

Millennium 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 0.00
6	Shared Voting Power 1,818,585.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,818,585.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,818,585.00

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)

5.1 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): G5225W100

1

Names of Reporting Persons

Millennium Group 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 0.00
6	Shared Voting Power 1,818,585.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,818,585.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,818,585.00

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)

5.1 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): G5225W100

1

Names of Reporting Persons

Israel A. Englander

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 1,818,585.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,818,585.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,818,585.00

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)

5.1 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Karbon Capital Partners Corp.
(b)	Address of issuer's principal executive offices: 321 Biden Street, 12th Floor, Scranton, Pennsylvania 18505
Item 2.
(a)	Name of person filing: Millennium Management LLC Millennium Group Management LLC Israel A. Englander
(b)	Address or principal business office or, if none, residence: Millennium Management LLC 399 Park Avenue New York, New York 10022 Millennium Group Management LLC 399 Park Avenue New York, New York 10022 Israel A. Englander c/o Millennium Management LLC 399 Park Avenue New York, New York 10022
(c)	Citizenship: Millennium Management LLC - Delaware Millennium Group Management LLC - Delaware Israel A. Englander - United States
(d)	Title of class of securities: Class A Ordinary Shares, par value $0.0001 per share
(e)	CUSIP No.: G5225W100
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: See response to Item 9 on each cover page.
(b)	Percent of class: See response to Item 11 on each cover page. The percent of class was calculated based on 35,390,000 Class A Ordinary Shares outstanding as disclosed in the issuer's Form 10-Q filed with the SEC on January 23, 2026.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See response to Item 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See response to Item 6 on each cover page.
	(iii) Sole power to dispose or to direct the disposition of: See response to Item 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See response to Item 8 on each cover page. The securities disclosed herein as potentially beneficially owned by Millennium Management LLC, Millennium Group Management LLC and Mr. Englander are held by entities subject to voting control and investment discretion by Millennium Management LLC and/or other investment managers that may be controlled by Millennium Group Management LLC (the managing member of Millennium Management LLC) and Mr. Englander (the sole voting trustee of the managing member of Millennium Group Management LLC). The foregoing should not be construed in and of itself as an admission by Millennium Management LLC, Millennium Group Management LLC or Mr. Englander as to beneficial ownership of the securities held by such entities.
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.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) 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. See Exhibit I
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.

Millennium Management LLC

Signature:	/s/ Gil Raviv
Name/Title:	Gil Raviv, Global General Counsel
Date:	05/07/2026

Millennium Group Management LLC

Signature:	/s/ Gil Raviv
Name/Title:	Gil Raviv, Global General Counsel
Date:	05/07/2026

Israel A. Englander

Signature:	/s/ Israel A. Englander
Name/Title:	Israel A. Englander
Date:	05/07/2026

Exhibit Information

Exhibit I: Joint Filing Agreement, dated as of May 7, 2026, by and among Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander.