Glazer Capital, LLC and Paul J. Glazer report a significant ownership stake in OTG Acquisition Corp. I. They report beneficial ownership of 1,600,000 Class A ordinary shares, representing 6.73% of this class.
The shares are held by funds and managed accounts for which Glazer Capital acts as investment manager, with Glazer Capital and Mr. Glazer reporting shared voting and dispositive power over 1,600,000 shares and no sole voting or dispositive power. The reporting persons state that the filing should not be construed as an admission that they are beneficial owners for all purposes under Section 13, and note that Glazer Capital Enhanced Master Fund, Ltd. has the right to receive or direct the receipt of proceeds from the sale of more than 5% of the outstanding shares.
Positive
None.
Negative
None.
Key Figures
Shares beneficially owned:1,600,000 sharesPercent of class:6.73%Shared voting power:1,600,000 shares+2 more
5 metrics
Shares beneficially owned1,600,000 sharesClass A ordinary shares of OTG Acquisition Corp. I reported as beneficially owned
Percent of class6.73%Percentage of OTG Acquisition Corp. I Class A ordinary shares
Shared voting power1,600,000 sharesShares over which reporting persons have shared power to vote or direct the vote
Shared dispositive power1,600,000 sharesShares over which reporting persons have shared power to dispose or direct disposition
Sole voting power0 sharesShares with sole power to vote or direct the vote
"not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
shared voting powerfinancial
"Shared Voting Power 1,600,000.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 1,600,000.00"
investment managerfinancial
"managed accounts to which Glazer Capital serves as investment manager"
percent of classfinancial
"Percent of class: 6.73%"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
What percentage of OTGA does Glazer Capital report owning?
Glazer Capital reports beneficial ownership of 6.73% of OTG Acquisition Corp. I’s Class A ordinary shares, amounting to 1,600,000 shares. This ownership is reported on a shared voting and shared dispositive power basis through Glazer-managed funds.
How many OTGA shares are reported by Glazer Capital and Paul J. Glazer?
They report beneficial ownership of 1,600,000 Class A ordinary shares of OTG Acquisition Corp. I. All 1,600,000 shares are subject to shared voting and shared dispositive power and none are held with sole voting or dispositive power.
What voting power over OTGA shares does Glazer Capital have?
Glazer Capital and Paul J. Glazer report 0 shares with sole voting power and 1,600,000 shares with shared voting power. They also report shared dispositive power over the same 1,600,000 shares of OTG Acquisition Corp. I.
Who ultimately benefits from more than 5% of OTGA according to this filing?
The filing states that Glazer Capital Enhanced Master Fund, Ltd. has the right to receive or direct the receipt of proceeds from the sale of more than 5% of OTG Acquisition Corp. I’s outstanding Class A ordinary shares, through arrangements managed by Glazer Capital.
How is Paul J. Glazer related to Glazer Capital’s OTGA holdings?
Paul J. Glazer is reported as the Managing Member of Glazer Capital, LLC and files jointly regarding the 1,600,000 OTG Acquisition Corp. I shares held by Glazer-managed funds, with shared voting and dispositive power over those shares.
Do Glazer Capital and Paul J. Glazer admit full beneficial ownership of OTGA shares?
The reporting persons explicitly state that the filing should not be construed as an admission that they are beneficial owners of the reported OTG Acquisition Corp. I shares for all purposes under Section 13 of the Securities Exchange Act.
This statement is filed by:
(i) Glazer Capital, LLC, a Delaware limited liability company ("Glazer Capital"), with respect to the shares of Common Stock (as defined in Item 2(d)) held by certain funds and managed accounts to which Glazer Capital serves as investment manager (collectively, the "Glazer Funds"); and
(ii) Mr. Paul J. Glazer ("Mr. Glazer"), who serves as the Managing Member of Glazer Capital, with respect to the shares of Common Stock held by the Glazer Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 250 West 55th Street, Suite 30A, New York, New York 10019.
(c)
Citizenship:
Glazer Capital is a Delaware limited liability company. Mr. Glazer is a United States citizen.
(d)
Title of class of securities:
Class A ordinary shares included as part of the units
(e)
CUSIP Number(s):
G6791A100
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:
1,600,000
(b)
Percent of class:
6.73%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,600,000
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
1,600,000
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2. Glazer Capital Enhanced Master Fund, Ltd., a Glazer Fund, has the right to receive or the power to direct the receipt of the proceeds from the sale of more than 5% of the shares of Common Stock outstanding.
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 acquired and are held in the ordinary course of business and 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.
