New ERA Energy & Digital, Inc. Schedule 13G filing reporting passive ownership by Davidson Kempner entities. Davidson Kempner Capital Management and affiliated funds together report shared dispositive and voting power over reported stakes, with DKCM-linked parties holding 5,166,249 shares (5.22%). The filing cites 99,000,928 shares outstanding based on reported counts as of April 10, 2026 and subsequent underwriter allotment activity on April 13–14, 2026.
Positive
None.
Negative
None.
Insights
Large institutional holder discloses passive, shared voting control across related entities.
The filing lists Davidson Kempner affiliates as reporting persons with shared voting and dispositive power over multiple blocks of New ERA common stock totaling 5,166,249 shares for DKCM and similar figures for related funds. The percentages use a 99,000,928 share base that incorporates recent issuances on April 13–14, 2026.
Because this is a Schedule 13G, it indicates passive ownership reporting rather than an active acquisition intent; subsequent SEC filings would show any change in intent or proportion. Institutional block size and timing of any future dispositions depend on holder decisions and are not specified here.
Key Figures
Shares outstanding (aggregate):99,000,928 sharesShares outstanding (as of Apr 10, 2026):93,522,797 sharesDKCM beneficial ownership:5,166,249 shares+2 more
5 metrics
Shares outstanding (aggregate)99,000,928 sharesaggregate used to calculate percentages including April 13–14, 2026 issuances
Shares outstanding (as of Apr 10, 2026)93,522,797 sharesreported in Company's Form 8-K dated April 10, 2026
DKCM beneficial ownership5,166,249 sharesDavidson Kempner Capital Management reported amount
"Item 1. | (a) | Name of issuer: New ERA Energy & Digital, 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.
shared dispositive powerregulatory
"Shared Dispositive Power 5,166,249.00"
overallotment optionmarket
"exercise of the underwriters' overallotment option as reported in the Company's ... April 14, 2026"
An overallotment option (often called a "greenshoe") is a pre-arranged allowance for underwriters to sell or buy up to a specified extra percentage of a company’s shares during an offering to meet unexpected demand or support the share price. Think of it as a short-term buffer: it helps reduce wild swings right after shares start trading but can slightly increase the total shares outstanding if the option is exercised, which matters to investors because it affects supply, price stability, and potential dilution.
beneficially ownedregulatory
"Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
What stake does Davidson Kempner report in New ERA (NUAI)?
Davidson Kempner reports beneficial ownership of 5,166,249 shares (5.22%). The filing attributes shared voting and dispositive power to DKCM and related entities across multiple funds as detailed in the cover rows.
How many New ERA shares outstanding are used to calculate the percentage?
The filing uses 99,000,928 shares outstanding as the denominator. That total sums the 93,522,797 reported on April 10, 2026 plus issuances on April 13–14, 2026 per the cited 8-Ks.
Does the Schedule 13G indicate active control or passive ownership?
This Schedule 13G reflects passive ownership reporting by institutional holders. The filing lists shared voting and dispositive power but does not state an intent to influence control; it follows passive-investor reporting conventions.
Which Davidson Kempner entities are named as reporting persons?
Named reporting persons include M.H. Davidson & Co., Davidson Kempner Arbitrage, Davidson Kempner Capital Management, and Anthony A. Yoseloff. Addresses and organizational jurisdictions are provided in the filing.
Are there any recent share issuances referenced in the filing?
Yes — the filing references issuances on April 13 and April 14, 2026. These include shares issued upon exercise of the underwriters' overallotment option and other reported issuances summarized from the April 14th 8-K.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
New ERA Energy & Digital, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
64428N109
(CUSIP Number)
04/10/2026
(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):
64428N109
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
101,774.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
101,774.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
101,774.00
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 Number(s):
64428N109
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
5,064,475.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,064,475.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,064,475.00
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)
5.12 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
64428N109
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
5,166,249.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,166,249.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,166,249.00
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)
5.22 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
64428N109
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
5,166,249.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,166,249.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,166,249.00
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)
5.22 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
New ERA Energy & Digital, Inc.
(b)
Address of issuer's principal executive offices:
200 N. Loraine Street, Suite 1324, Midland, TX 79701
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 $0.0001 per share ("Common Stock"), of New Era Energy & Digital, 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 $0.0001 per share
(e)
CUSIP Number(s):
64428N109
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 99,000,928 shares of Common Stock outstanding, which is the sum of (i) 93,522,797 shares of Common Stock outstanding as of April 10, 2026, as reported in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on April 10, 2026; (ii) 4,477,611 shares of Common Stock issued on April 14, 2026 pursuant to the exercise of the underwriters' overallotment option as reported in the Company's Current Report on Form 8-K filed with the SEC on April 14, 2026 (the "April 14th 8-K"); and (iii) 1,000,520 shares of Common Stock issued on April 13, 2026, as reported in the April 14th 8-K.
(b)
Percent of class:
5.22%
(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.
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.
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:
04/16/2026
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
