Davidson Kempner Capital Management and related funds report beneficial ownership of 1,704,185 shares of NeoVolta Inc. common stock, or 4.45% of the class. This percentage is based on 38,296,525 shares outstanding as disclosed in NeoVolta’s January 23, 2026 prospectus.
The filing shows that the Davidson Kempner entities now own 5 percent or less of NeoVolta’s common stock, after previously being deemed to hold more than 5 percent as of the event date of January 22, 2026. The reporting parties certify the shares are not held to change or influence control of NeoVolta.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
NeoVolta Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
640655106
(CUSIP Number)
01/22/2026
(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)
SCHEDULE 13G
CUSIP No.
640655106
1
Names of Reporting Persons
M.H. DAVIDSON & CO.
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
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
36,640.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
36,640.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
36,640.00
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)
0.10 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
640655106
1
Names of Reporting Persons
Davidson Kempner Arbitrage, Equities & Relative Value 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,667,545.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,667,545.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,667,545.00
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)
4.35 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
640655106
1
Names of Reporting Persons
DAVIDSON KEMPNER CAPITAL MANAGEMENT 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,704,185.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,704,185.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,704,185.00
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)
4.45 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
640655106
1
Names of Reporting Persons
ANTHONY A. YOSELOFF
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
1,704,185.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,704,185.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,704,185.00
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)
4.45 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
NeoVolta Inc.
(b)
Address of issuer's principal executive offices:
12195 Dearborn Place, Poway, CA 92064
Item 2.
(a)
Name of person filing:
This Statement is filed by each of the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons":
(i) M.H. Davidson & Co., a New York limited partnership ("CO"). M.H. Davidson & Co. GP, L.L.C., a Delaware limited liability company ("CO GP"), is the general partner of CO and Davidson Kempner Liquid GP Topco LLC, a Delaware limited liability company, is the managing member of CO GP. DKCM (as defined below) is responsible for the voting and investment decisions of CO;
(ii) Davidson Kempner Arbitrage, Equities and Relative Value LP, a Cayman Islands exempted limited partnership ("DKAERV"). Davidson Kempner Multi-Strategy GP II LLC, a Delaware limited liability company ("DKAERV GP"), is the general partner of DKAERV and Davidson Kempner Liquid GP Topco LLC, a Delaware limited liability company, is the managing member of DKAERV GP. DKCM is responsible for the voting and investment decisions of DKAERV;
(iii) Davidson Kempner Capital Management LP, a Delaware limited partnership and a registered investment adviser with the U.S. Securities and Exchange Commission, acts as investment manager to each of CO and DKAERV ("DKCM"). DKCM GP LLC, a Delaware limited liability company, is the general partner of DKCM. The managing members of DKCM are Anthony A. Yoseloff, Conor Bastable, Morgan P. Blackwell, Patrick W. Dennis, Gabriel T. Schwartz, Zachary Z. Altschuler, Joshua D. Morris, Suzanne K. Gibbons, Gregory S. Feldman, Melanie Levine and James Li; and
(iv) Anthony A. Yoseloff, through DKCM, is responsible for the voting and investment decisions relating to the common stock, par value $0.001 per share ("Common Stock"), of NeoVolta, Inc. (the "Company") held by CO and DKAERV.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is c/o Davidson Kempner Capital Management LP, 9 West 57th Street, 29th Floor, New York, NY 10019.
(c)
Citizenship:
(i) CO - a New York limited partnership
(ii) DKAERV - a Cayman Islands exempted limited partnership
(iii) DKCM - a Delaware limited partnership
(iv) Anthony A. Yoseloff - United States
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
640655106
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 Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 38,296,525 shares of Common Stock outstanding, as reported in the Company's Prospectus filed pursuant to Rule 424(b)(5) filed with the Securities and Exchange Commission on January 23, 2026, after giving effect to the completion of the offering described therein.
As of the date of the event which requires the filing of this Schedule 13G, the Reporting Persons may have been deemed to beneficially own more than 5% of the shares of Common Stock outstanding.
(b)
Percent of class:
4.45%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
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.
M.H. DAVIDSON & CO.
Signature:
/s/ Anthony A. Yoseloff
Name/Title:
Anthony A. Yoseloff, Executive Managing Member of Davidson Kempner Liquid GP Topco LLC, Managing Member of CO GP, General Partner of CO
Date:
01/29/2026
Davidson Kempner Arbitrage, Equities & Relative Value LP
Signature:
/s/ Anthony A. Yoseloff
Name/Title:
Anthony A. Yoseloff, Executive Managing Member of Davidson Kempner Liquid GP Topco LLC, Managing Member of DKAERV GP, General Partner of DKAERV
What stake in NeoVolta Inc. (NEOV) does Davidson Kempner report?
Davidson Kempner entities report beneficial ownership of 1,704,185 NeoVolta shares, or 4.45% of the common stock. This percentage is calculated using 38,296,525 shares outstanding, as disclosed in NeoVolta’s January 23, 2026 prospectus referenced in the ownership section.
Which entities are reporting NeoVolta (NEOV) ownership in this Schedule 13G?
The reporting persons are M.H. Davidson & Co., Davidson Kempner Arbitrage, Equities and Relative Value LP, Davidson Kempner Capital Management LP, and Anthony A. Yoseloff. Davidson Kempner Capital Management acts as investment manager, and Yoseloff is responsible for voting and investment decisions through that structure.
How many NeoVolta (NEOV) shares does each Davidson Kempner entity beneficially own?
M.H. Davidson & Co. reports 36,640 shares, while Davidson Kempner Arbitrage, Equities and Relative Value LP reports 1,667,545 shares. Davidson Kempner Capital Management LP and Anthony A. Yoseloff each report beneficial ownership of 1,704,185 NeoVolta common shares with shared voting and dispositive power.
What is the event date that triggered this NeoVolta (NEOV) Schedule 13G filing?
The date of the event that required this Schedule 13G filing is January 22, 2026. As of that date, the reporting persons may have been deemed to beneficially own more than 5% of NeoVolta’s common stock before moving to a reported 4.45% stake.
Does Davidson Kempner seek to influence control of NeoVolta (NEOV) with this stake?
The reporting persons certify the NeoVolta shares were not acquired and are not held to change or influence control of the issuer. They also state the holdings are not connected with any transaction having that purpose or effect, other than potential activities tied to director nominations.
What are NeoVolta’s shares outstanding used for the 4.45% ownership calculation?
The ownership percentages are based on 38,296,525 NeoVolta common shares outstanding. This figure comes from NeoVolta’s prospectus filed under Rule 424(b)(5) on January 23, 2026, which reflects the completion of the offering described in that prospectus.