Karbon Capital Partners (KBONU) updates insider Class B ownership

Rhea-AI Filing Summary

Karbon Capital Partners Corp. insider filed an amended ownership report for KBONU. As of December 10, 2025, the reporting person, who is a director, chief executive officer and 10% owner, beneficially owned 8,625,000 Class B Ordinary Shares indirectly through Karbon Capital Partners Core Holdings, LLC. These Class B shares automatically convert into Class A Ordinary Shares on a one-for-one basis, subject to adjustment, in connection with the initial business combination or earlier at the holder’s option, and have no expiration date. The insider reported no beneficial ownership of Class A Ordinary Shares.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

KARAM THOMAS F

(Last) (First) (Middle)

321 BIDEN STREET, 12TH FLOOR

(Street)

SCRANTON PA 18505

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/10/2025

3. Issuer Name and Ticker or Trading Symbol
Karbon Capital Partners Corp. [ KBONU ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)
12/10/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Ordinary Shares	(1)	(1)	Class A Ordinary Shares	8,625,000	(1)	I	See footnote(2)

Explanation of Responses:

1. The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares concurrently with or immediately following the consummation of the Issuer's initial business combination or at any time prior thereto at the option of the holder on a one-for-one basis, subject to adjustment, and have no expiration date.

2. Represents securities held by Karbon Capital Partners Core Holdings, LLC ("Sponsor"). The Reporting Person and Jeffrey Zajkowski are the managers of Sponsor, and as such, they may be deemed to have or share beneficial ownership of the securities held directly by Sponsor. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

Remarks:

This Form 3 amendment is being filed to report that as of December 10, 2025, the Reporting Person beneficially owned 8,625,000 Class B Ordinary Shares and did not beneficially own any Class A Ordinary Shares.

	/s/ Jeffrey J. Zajkowski, Attorney-in-Fact	12/16/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider ownership did Karbon Capital Partners Corp. (KBONU) report in this Form 3/A amendment?

The amendment states that, as of December 10, 2025, the reporting person beneficially owned 8,625,000 Class B Ordinary Shares of Karbon Capital Partners Corp. and no Class A Ordinary Shares.

How many Class B Ordinary Shares of KBONU does the reporting person beneficially own?

The reporting person beneficially owned 8,625,000 Class B Ordinary Shares of Karbon Capital Partners Corp. as of December 10, 2025, held indirectly.

Does the insider beneficially own any Class A Ordinary Shares of Karbon Capital Partners Corp. (KBONU)?

No. The amendment specifies that, as of December 10, 2025, the reporting person did not beneficially own any Class A Ordinary Shares of Karbon Capital Partners Corp.

How and when can Karbon Capital Partners Corp. Class B Ordinary Shares be converted into Class A shares?

The Class B Ordinary Shares will automatically convert into Class A Ordinary Shares concurrently with or immediately following the issuer’s initial business combination, or at any time prior at the holder’s option, on a one-for-one basis, subject to adjustment, and they have no expiration date.

Through what entity are the 8,625,000 Class B Ordinary Shares of KBONU held?

The 8,625,000 Class B Ordinary Shares are held by Karbon Capital Partners Core Holdings, LLC, referred to as the Sponsor. The reporting person and Jeffrey Zajkowski are managers of the Sponsor and may be deemed to share beneficial ownership, subject to their pecuniary interests.

What is the reporting person’s relationship to Karbon Capital Partners Corp. (KBONU)?

The reporting person is identified as a director, a 10% owner, and an officer, serving as Chief Executive Officer of Karbon Capital Partners Corp.

Is the reported ownership of KBONU shares direct or indirect?

The 8,625,000 Class B Ordinary Shares are reported as indirectly owned, through Karbon Capital Partners Core Holdings, LLC, as noted in the derivative securities table and related footnote.