Tenor/Robin Shah Disclose Shared 4.6% Stake in LightWave Units

Rhea-AI Filing Summary

The filing discloses that Tenor Opportunity Master Fund, Ltd., Tenor Capital Management Company, L.P., and Robin Shah each report shared voting and dispositive power over 1,000,000 Units, which the filing states represents 4.6% of the Class A ordinary shares based on 21,562,500 Units outstanding. Each Unit consists of one Class A ordinary share and one-half of a redeemable warrant. The Units are held by the Master Fund; Tenor Capital is the Master Fund’s investment manager and Robin Shah is the managing member of the general partner. The reporting persons state they have no sole voting or dispositive power and disclaim beneficial ownership except to the extent of any pecuniary interest.

Positive

• The filing provides clear disclosure of the ownership structure, including the 1,000,000 Units and the Unit composition (one share plus one-half warrant).
• The reporting identifies the managerial relationship linking the Master Fund, Tenor Capital, and Robin Shah, improving transparency about who exercises shared authority.

Negative

• The position is reported as 4.6%, below a 5% threshold, indicating limited formal influence on issuer control.
• No sole voting or dispositive power is reported (0 shares), so the filers do not claim unilateral control over the securities.

Insights

Securities Analyst

TL;DR Tenor-related entities report a 4.6% shared position (1,000,000 Units) with no sole control, limiting immediate governance influence.

The filing documents a clear economic and managerial linkage: the Master Fund holds the Units, Tenor Capital serves as investment manager, and Robin Shah is the managing member of the general partner. The position is below a 5% threshold, so it is formally described as "5 percent or less of a class." Reported power is shared for both voting and disposition, with 0 shares held in sole voting or dispositive power. For investors, this signals a modest stake with disclosed managerial relationships but without sole control or an explicit intent to influence issuer control.

Corporate Governance Expert

TL;DR Legal relationships create shared authority over 1,000,000 Units, but the reporting parties disclaim sole beneficial ownership.

The statement emphasizes governance formality: Units are held by the Master Fund while Tenor Capital and Robin Shah are disclosed as manager and managing member, respectively, which justifies reporting shared voting and dispositive powers. The reporting persons expressly disclaim beneficial ownership except for pecuniary interest and report no sole voting or dispositive power. This is a routine transparency filing that documents relationships and ownership percentages without asserting control actions or group formation.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

LightWave Acquisition Corp.

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G5490M118

(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. G5490M118

1

Names of Reporting Persons

Tenor Capital Management Company, L.P.

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 1,000,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,000,000.00

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)

4.6 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP No. G5490M118

1

Names of Reporting Persons

Tenor Opportunity Master Fund, 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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,000,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,000,000.00

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)

4.6 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP No. G5490M118

1

Names of Reporting Persons

Robin Shah

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 1,000,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,000,000.00

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)

4.6 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

Item 1.
(a)	Name of issuer: LightWave Acquisition Corp.
(b)	Address of issuer's principal executive offices: 14755 Preston Road, Suite 520 Dallas, TX 75254
Item 2.
(a)	Name of person filing: Tenor Capital Management Company, L.P. Tenor Opportunity Master Fund, Ltd. Robin Shah
(b)	Address or principal business office or, if none, residence: 810 Seventh Avenue, Suite 1905, New York, NY 10019
(c)	Citizenship: Tenor Capital Management Company, L.P. - Delaware Tenor Opportunity Master Fund, Ltd. - Cayman Islands Robin Shah - USA
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G5490M118
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: Tenor Capital Management Company, L.P. - 4.6% Tenor Opportunity Master Fund, Ltd. - 4.6% Robin Shah - 4.6% The Class A Ordinary Shares (the "Shares") reported herein are held in the form of units (the "Units"), each Unit consists of one Class A ordinary share and one-half of one redeemable warrant, as described in more detail in the Issuer's 8-K filed with the SEC on June 30, 2025. The Units are held by Tenor Opportunity Master Fund, Ltd. (the "Master Fund"). Tenor Capital Management Company, L.P. ("Tenor Capital") serves as the investment manager to the Master Fund. Robin Shah serves as the managing member of Tenor Management GP, LLC, the general partner of Tenor Capital. By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares reported herein in the form of Units owned directly by the Master Fund. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares in the form of Units reported herein except to the extent of the Reporting Person's pecuniary interest therein. The percentages herein are calculated based upon a statement in the Issuer's 8-K, filed on June 30, 2025 indicating that there are 21,562,500 Units issued and outstanding.
(b)	Percent of class: Tenor Capital Management Company, L.P. - 4.6% Tenor Opportunity Master Fund, Ltd. - 4.6% Robin Shah - 4.6%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(ii) Shared power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 1,000,000 Tenor Opportunity Master Fund, Ltd. - 1,000,000 Robin Shah - 1,000,000
	(iii) Sole power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(iv) Shared power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 1,000,000 Tenor Opportunity Master Fund, Ltd. - 1,000,000 Robin Shah - 1,000,000
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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.

Tenor Capital Management Company, L.P.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Managing Member of its general partner, Tenor Management GP, LLC
Date:	08/14/2025

Tenor Opportunity Master Fund, Ltd.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Authorized Signatory
Date:	08/14/2025

Robin Shah

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah
Date:	08/14/2025

Exhibit Information

EXHIBIT I - JOINT FILING STATEMENT

FAQ

Who filed the Schedule 13G/A for LightWave Acquisition Corp. (LWACU)?

The filing lists Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah as the reporting persons.

How many Units and what percentage of LWACU do the reporting persons hold?

Each reporting person is reported with shared power over 1,000,000 Units, representing 4.6% of the Class A ordinary shares based on 21,562,500 Units outstanding.

What does each Unit include for LWACU?

Each Unit consists of one Class A ordinary share and one-half of a redeemable warrant.

Do the reporting persons have sole voting or dispositive power?

No. The filing states 0 shares of sole voting power and 0 shares of sole dispositive power; all reported power is shared.

Do the reporting persons claim beneficial ownership of the Units?

They expressly disclaim beneficial ownership of the Units except to the extent of any pecuniary interest and say the Units are held by the Master Fund.