Schedule 13G: Jonathan Carlon holds 5.69M Neptune Insurance shares

Rhea-AI Filing Summary

Neptune Insurance Holdings Inc. shareholder Jonathan Carlon filed a Schedule 13G reporting his beneficial ownership of the company’s Class A common stock. He reports beneficial ownership of 5,685,000 shares, representing 5.91% of the Class A shares. This total includes 575,000 shares held directly, 4,599,000 shares held through the JWC Irrevocable Trust, and 511,000 shares held through the Carlon Family Trust dated May 7, 2024. Carlon shares voting and dispositive power over the JWC Irrevocable Trust with Steve Wynne and over the Carlon Family Trust with Alexis Carlon. The percentage ownership is based on 96,185,000 Class A shares outstanding as of September 30, 2025, as disclosed by the company.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Neptune Insurance Holdings Inc.

(Name of Issuer)

Class A Common Stock, par value $0.00001 per share

(Title of Class of Securities)

64073B103

(CUSIP Number)

09/30/2025

(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. 64073B103

1

Names of Reporting Persons

Jonathan Carlon

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 575,000.00
6	Shared Voting Power 5,110,000.00
7	Sole Dispositive Power 575,000.00
8	Shared Dispositive Power 5,110,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,685,000.00

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)

5.91 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: The number of shares beneficially owned consists of (i) 575,000 shares of Class A Common Stock held by the Reporting Person, (ii) 4,599,000 shares of Class A Common Stock held by the JWC Irrevocable Trust, and (iii) 511,000 shares of Class A Common Stock held by the Carlon Family Trust dated May 7, 2024. The Reporting Person and Steve Wynne are the trustees of, and share voting and dispositive power over the shares held by, the JWC Irrevocable Trust. The Reporting Person and Alexis Carlon are the trustees of, and share voting and dispositive power over the shares held by, the Carlon Family Trust dated May 7, 2024. Percentage ownership is based on 96,185,000 shares of Class A Common Stock outstanding as of September 30, 2025, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 12, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Neptune Insurance Holdings Inc.
(b)	Address of issuer's principal executive offices: 400 6th Street S, Suite 2, St. Petersburg, Florida, 33701
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed on behalf of Jonathan Carlon (the "Reporting Person").
(b)	Address or principal business office or, if none, residence: The principal business address of the Reporting Person is c/o Neptune Insurance Holdings Inc., 400 6th Street S, Suite 2, St. Petersburg, FL 33701.
(c)	Citizenship: The Reporting Person is a citizen of the United States of America.
(d)	Title of class of securities: Class A Common Stock, par value $0.00001 per share
(e)	CUSIP No.: 64073B103
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: See Row 9 of cover page.
(b)	Percent of class: See Row 11 of cover page.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Row 5 of cover page.
	(ii) Shared power to vote or to direct the vote: See Row 6 of cover page.
	(iii) Sole power to dispose or to direct the disposition of: See Row 7 of cover page.
	(iv) Shared power to dispose or to direct the disposition of: See Row 8 of cover page.
Item 5.	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:
	Not Applicable

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.

Jonathan Carlon

Signature:	/s/ Jonathan Carlon
Name/Title:	Jonathan Carlon
Date:	11/14/2025

FAQ

What stake in Neptune Insurance (NP) does Jonathan Carlon report on this Schedule 13G?

Jonathan Carlon reports beneficial ownership of 5,685,000 shares of Neptune Insurance Holdings Inc. Class A common stock, representing 5.91% of the outstanding Class A shares.

How are Jonathan Carlon’s Neptune Insurance (NP) shares held?

Carlon directly holds 575,000 Class A shares and is a trustee for two trusts: the JWC Irrevocable Trust holding 4,599,000 shares and the Carlon Family Trust dated May 7, 2024 holding 511,000 shares.

What level of voting and dispositive power does Jonathan Carlon have over Neptune Insurance (NP) shares?

Carlon has sole voting and dispositive power over 575,000 shares and shared voting and dispositive power over 5,110,000 shares held through the JWC Irrevocable Trust and the Carlon Family Trust.

What share count did Neptune Insurance use to calculate Jonathan Carlon’s 5.91% ownership?

The 5.91% ownership figure is based on 96,185,000 shares of Neptune Insurance Holdings Inc. Class A common stock outstanding as of September 30, 2025, as disclosed in the company’s Form 10-Q.

Who are the other trustees involved with the Neptune Insurance (NP) shares reported by Jonathan Carlon?

For the JWC Irrevocable Trust, Jonathan Carlon shares trustee, voting, and dispositive responsibilities with Steve Wynne. For the Carlon Family Trust dated May 7, 2024, he shares these responsibilities with Alexis Carlon.

What type of filing is this for Neptune Insurance (NP) and who is the reporting person?

This is a Schedule 13G filing for Neptune Insurance Holdings Inc., and it is being filed on behalf of Jonathan Carlon as the reporting person.