Neutron Holdings, Inc. reports that a group of related Abu Dhabi entities disclosed beneficial ownership of 9,815,949 shares of Common Stock. The reporting persons—Lunate Capital Limited, Sapphire Direct Holdings RSC Ltd, Lunate Legacy II, Lunate Legacy II (GP) SPV Ltd, Lunate Holding RSC Ltd, and Chimera Investment LLC—each may be deemed to beneficially own 9,815,949 shares, representing approximately 15.3% of the company's Common Stock outstanding, based on 64,025,936 shares outstanding as of July 2, 2026 as stated in the issuer's prospectus. The shares are directly held by Sapphire and voting and dispositive power is reported as sole for the stated amount.
Positive
None.
Negative
None.
Insights
Group reports a sizeable, single-holder stake and full voting/dispositive control of those shares.
The filing lists 9,815,949 shares held directly by Sapphire with related entities described as having sole voting and dispositive power. The 15.3% position is calculated from 64,025,936 shares outstanding as of July 2, 2026 per the prospectus.
Dependence on the ownership chain means future disclosures may clarify any changes in control or transfer restrictions; subsequent filings would show trades or changes in beneficial ownership.
This Schedule 13G discloses passive beneficial ownership by related reporting persons under SEC rules.
The statement attributes sole voting and dispositive power over 9,815,949 shares to the group and explains the ownership chain (Sapphire wholly owned by Lunate Legacy II, etc.). The filing cites the issuer's prospectus for the outstanding share base.
Material changes in holdings would require amended filings; watch for Form 4s or amendments if disposition or acquisition activity occurs.
Key Figures
Shares beneficially owned:9,815,949 sharesPercent of class:15.3%Shares outstanding:64,025,936 shares+2 more
5 metrics
Shares beneficially owned9,815,949 sharesReported beneficial ownership by Sapphire and related reporting persons
Percent of class15.3%Calculated from 64,025,936 shares outstanding as of July 2, 2026
Shares outstanding64,025,936 sharesIssuer's prospectus figure as of July 2, 2026
CUSIP64125S1042Class identifier for Common Stock
Document date/reference06/30/2026Header date appearing in the excerpt
Key Terms
Schedule 13G, beneficially own, sole dispositive power, prospectus
4 terms
Schedule 13Gregulatory
"Item 1. Name of issuer: Neutron Holdings, Inc."
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
beneficially ownregulatory
"As of date hereof, each of the Reporting Persons may be deemed to beneficially own 9,815,949 shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
sole dispositive powerregulatory
"sole power to dispose or to direct the disposition of 9,815,949 shares"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
prospectusregulatory
"based on 64,025,936 shares of Common Stock outstanding as of July 2, 2026, as disclosed in the Issuer's Prospectus"
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.
What stake does Lunate Capital report in Neutron Holdings (LIME)?
Lunate and affiliated reporting persons report beneficial ownership of 9,815,949 shares. This represents approximately 15.3% of Common Stock based on 64,025,936 shares outstanding as of July 2, 2026, per the issuer's prospectus.
Which entity directly holds the reported shares?
The shares are directly held by Sapphire Direct Holdings RSC Ltd. The filing states Sapphire is wholly owned by Lunate Legacy II and linked to the other reporting persons through ownership and management relationships.
Do the reporting persons have voting and disposition power over the shares?
Yes. The filing reports each reporting person may be deemed to have sole voting power and sole dispositive power over 9,815,949 shares, with shared powers listed as 0 in the disclosure.
What outstanding share figure does the filing use to compute the percentage?
The filing uses 64,025,936 shares outstanding as of July 2, 2026, sourced from the issuer's prospectus filed on July 2, 2026, to calculate the approximately 15.3% ownership percentage.
Does this Schedule 13G indicate active trading by the reporting persons?
This Schedule 13G reports beneficial ownership and control; it does not state any trades. Any subsequent acquisitions or dispositions would be disclosed in amended filings or Form 4s if applicable.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Neutron Holdings, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
64125S1042
(CUSIP Number)
06/30/2026
(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):
64125S1042
1
Names of Reporting Persons
Lunate Capital Limited
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 ARAB EMIRATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,815,949.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,815,949.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,815,949.00
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)
15.3 %
12
Type of Reporting Person (See Instructions)
CO, IA
SCHEDULE 13G
CUSIP Number(s):
64125S1042
1
Names of Reporting Persons
Sapphire Direct Holdings RSC Ltd
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 ARAB EMIRATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,815,949.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,815,949.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,815,949.00
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)
15.3 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
64125S1042
1
Names of Reporting Persons
Lunate Legacy II LP
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 ARAB EMIRATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,815,949.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,815,949.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,815,949.00
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)
15.3 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
64125S1042
1
Names of Reporting Persons
Lunate Legacy II (GP) SPV Ltd
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 ARAB EMIRATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,815,949.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,815,949.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,815,949.00
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)
15.3 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
64125S1042
1
Names of Reporting Persons
Lunate Holding RSC Ltd
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 ARAB EMIRATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,815,949.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,815,949.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,815,949.00
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)
15.3 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
64125S1042
1
Names of Reporting Persons
Chimera Investment 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
UNITED ARAB EMIRATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,815,949.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
9,815,949.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,815,949.00
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)
15.3 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Neutron Holdings, Inc.
(b)
Address of issuer's principal executive offices:
444 Townsend Street, First Floor, San Francisco, California, 94107
Item 2.
(a)
Name of person filing:
(i) Lunate Capital Limited ("Lunate"), (ii) Sapphire Direct Holdings RSC Ltd ("Sapphire"), (iii) Lunate Legacy II LP ("Lunate Legacy II"), (iv) Lunate Legacy II (GP) SPV Ltd ("Lunate Legacy II GP "), (v) Lunate Holding RSC Ltd ("Lunate Holding"), and (vi) Chimera Investment LLC ("Chimera", and together with Lunate, Sapphire, Lunate Legacy II, Lunate Legacy II GP, and Lunate Holding, the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
The principal business address of each of the Reporting Persons is as follows: (i) the principal business address of Lunate, Sapphire, Lunate Legacy II, Lunate Legacy II GP, and Lunate Holding is Unit No. 1, Floor 12, Al Maryah Tower, Abu Dhabi Global Market Square, Al Maryah Island, Abu Dhabi, United Arab Emirates; and (ii) the principal business address of Chimera is RG Procurement Restricted Limited, Building, East 0.48, Al Muntazah, Abu Dhabi Island, Abu Dhabi, United Arab Emirates.
(c)
Citizenship:
(i) Lunate is a company organized under the laws of the Abu Dhabi Global Market, United Arab Emirates, (ii) Sapphire is a company organized under the laws of the Abu Dhabi Global Market, United Arab Emirates, (iii) Lunate Legacy II is a company organized under the laws of the Abu Dhabi Global Market, United Arab Emirates, (iv) Lunate Legacy II GP is a company organized under the laws of the Abu Dhabi Global Market, United Arab Emirates, (v) Lunate Holding is a company organized under the laws of the Abu Dhabi Global Market, United Arab Emirates, and (vi) Chimera is organized under the laws of Abu Dhabi, United Arab Emirates.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP Number(s):
64125S1042
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:
As of date hereof, each of the Reporting Persons may be deemed to beneficially own 9,815,949 shares of Common Stock, par value $0.0001 per share ("Common Stock"), of Neutron Holdings, Inc. (the "Issuer"). Such shares of Common Stock are directly held by Sapphire. Sapphire is wholly owned by Lunate Legacy II. The general partner of Lunate Legacy II is Lunate Legacy II GP. Lunate is the investment manager of Lunate Legacy II and wholly owns Lunate Legacy II GP. Lunate Holding wholly owns Lunate. Lunate Holding is majority-owned by Chimera. By virtue of their relationships with Sapphire, Lunate Legacy II, Lunate Legacy II GP, Lunate, Lunate Holding and Chimera may be deemed to beneficially own securities of the Issuer beneficially owned by Sapphire.
(b)
Percent of class:
As of the date hereof, each of the Reporting Persons may be deemed to beneficially own approximately 15.3% of the shares of Common Stock of the Issuer outstanding, based on 64,025,936 shares of Common Stock outstanding as of July 2, 2026, as disclosed in the Issuer's Prospectus filed with the Securities and Exchange Commission on July 2, 2026.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
As of the date hereof, each of the Reporting Persons may be deemed to have sole power to vote or to direct the vote of 9,815,949 shares of Common Stock.
(ii) Shared power to vote or to direct the vote:
As of the date hereof, each of the Reporting Persons may be deemed to have shared power to vote or to direct the vote of 0 shares of Common Stock.
(iii) Sole power to dispose or to direct the disposition of:
As of the date hereof, each of the Reporting Persons may be deemed to have sole power to dispose or direct the disposition of 9,815,949 shares of Common Stock.
(iv) Shared power to dispose or to direct the disposition of:
As of the date hereof, each of the Reporting Persons may be deemed to have shared power to dispose or to direct the disposition of 0 shares of Common Stock.
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 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.
