Susquehanna Securities, LLC reported beneficial ownership of 9,427,841 Ordinary Shares of SEALSQ Corp, representing 5.3% of the company’s Ordinary Shares. This amount includes options to buy 8,731,200 Shares, giving Susquehanna both voting and dispositive power over the reported position.
SEALSQ’s prospectus supplement indicated there were 177,400,997 Shares outstanding as of October 20, 2025; this is a baseline figure, not the amount reported in this statement. Susquehanna certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of SEALSQ.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
SEALSQ Corp
(Name of Issuer)
Ordinary Shares, US$0.01 par value per share
(Title of Class of Securities)
G79483106
(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.
G79483106
1
Names of Reporting Persons
Susquehanna Securities, 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
9,427,841.00
6
Shared Voting Power
9,427,841.00
7
Sole Dispositive Power
9,427,841.00
8
Shared Dispositive Power
9,427,841.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,427,841.00
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)
5.3 %
12
Type of Reporting Person (See Instructions)
BD, OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
SEALSQ Corp
(b)
Address of issuer's principal executive offices:
Avenue Louis-Casai 58, 1216 Cointrin, Switzerland
Item 2.
(a)
Name of person filing:
This statement is filed by Susquehanna Securities, LLC, who is referred to herein as the "Reporting Person" with respect to the Ordinary Shares of SEALSQ Corp (the "Company"), US$0.01 par value per share (the "Shares").
(b)
Address or principal business office or, if none, residence:
401 E. City Avenue
Suite 220
Bala Cynwyd, PA 19004
(c)
Citizenship:
Citizenship is set forth in Row 4 of the cover page for the Reporting Person and is incorporated herein by reference.
(d)
Title of class of securities:
Ordinary Shares, US$0.01 par value per share
(e)
CUSIP No.:
G79483106
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:
The information required by this Item 4(a) is set forth in Row 9 of the cover page for the Reporting Person and is incorporated herein by reference.
The number of Shares reported as beneficially owned by the Reporting Person includes options to buy 8,731,200 Shares.
The Company's Prospectus Supplement (to Prospectus dated October 20, 2025, Registration No. 333-290963), filed on October 20, 2025, indicates there were 177,400,997 Shares outstanding as of October 20, 2025.
(b)
Percent of class:
5.3 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by this Item 4(c)(i) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by this Item 4(c)(ii) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by this Item 4(c)(iii) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by this Item 4(c)(iv) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
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.
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.
What stake in SEALSQ Corp (LAES) did Susquehanna Securities report?
Susquehanna Securities reported beneficial ownership of 9,427,841 Ordinary Shares of SEALSQ Corp, equal to 5.3% of the class. This figure reflects both existing holdings and options, giving Susquehanna voting and dispositive power over the reported shares.
Does Susquehanna’s SEALSQ Corp (LAES) filing indicate a change of control intent?
No, the filing states the shares were acquired and are held in the ordinary course of business, not to change or influence control of SEALSQ Corp. It also notes the holdings are not part of any transaction with that control-changing purpose or effect.
How many SEALSQ Corp (LAES) shares underlying options are included in Susquehanna’s stake?
The reported beneficial ownership includes options to buy 8,731,200 Shares of SEALSQ Corp. These options are counted in the total 9,427,841 shares over which Susquehanna has voting and dispositive power under Schedule 13G rules.
What percentage of SEALSQ Corp (LAES) does 9,427,841 shares represent?
The 9,427,841 Ordinary Shares reported by Susquehanna represent 5.3% of SEALSQ Corp’s Ordinary Shares. This percentage is calculated using the company’s outstanding share count disclosed in its prospectus supplement referenced in the Schedule 13G filing.
How many SEALSQ Corp (LAES) shares were outstanding when Susquehanna calculated its 5.3% stake?
SEALSQ’s prospectus supplement indicates there were 177,400,997 Shares outstanding as of October 20, 2025. Susquehanna used this outstanding share figure when determining that its 9,427,841 beneficially owned shares equal 5.3% of the company.
What powers over SEALSQ Corp (LAES) shares does Susquehanna report holding?
Susquehanna reports sole voting and dispositive power over 9,427,841 SEALSQ Corp Ordinary Shares. That means it can vote and decide on the disposition of these shares under the Schedule 13G definition of beneficial ownership.