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Magnolia Capital Fund, LP and its general partner, The Magnolia Group, LLC, each reported beneficial ownership of 969,746 shares of Pure Cycle Corporation (PCYO), or 4.0% of the class. Adam K. Peterson, TMG’s managing member, reported beneficial ownership of 975,746 shares, also 4.0%.
TMG and Peterson may exercise voting and dispositive power over shares held by the fund, may be deemed indirect beneficial owners, and disclaim beneficial ownership.
Key Figures
Beneficial ownership:969,746 sharesBeneficial ownership:969,746 sharesBeneficial ownership:975,746 shares+1 more
4 metrics
Beneficial ownership969,746 sharesMagnolia Capital Fund, LP
Beneficial ownership975,746 sharesAdam K. Peterson
Percent of class4.0%Reported by each reporting person
Key Terms
Beneficial ownership, Sole voting power, Sole dispositive power
3 terms
Beneficial ownershipregulatory
"Aggregate Amount Beneficially Owned by Each Reporting Person"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Sole voting powerregulatory
"Sole Voting Power 969,746.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
Sole dispositive powerregulatory
"Sole Dispositive Power 969,746.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many PCYO shares did Adam K. Peterson report beneficially owning?
Adam K. Peterson reported beneficial ownership of 975,746 shares, representing 4.0% of the class.
Who reported sole voting and dispositive power over PCYO shares?
The ownership tables report sole voting and dispositive power over 969,746 shares for Magnolia Capital Fund, LP and The Magnolia Group, LLC, and over 975,746 shares for Adam K. Peterson. Each reported zero shared voting and dispositive power.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Pure Cycle Corporation
(Name of Issuer)
Common Stock 1/3 of $.01 par value
(Title of Class of Securities)
(CUSIP Number)
09/30/2026
(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 No.
1
Names of Reporting Persons
Magnolia Capital Fund, 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
969,746.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
969,746.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
969,746.00
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 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
1
Names of Reporting Persons
The Magnolia Group, LLC
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
NEBRASKA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
969,746.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
969,746.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
969,746.00
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 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
1
Names of Reporting Persons
Adam K. Peterson
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
975,746.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
975,746.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
975,746.00
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 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Pure Cycle Corporation
(b)
Address of issuer's principal executive offices:
34501 E. QUINCY AVE, BLDG 1, Suite D, WATKINS, CO, 80137
Item 2.
(a)
Name of person filing:
This Schedule 13G is being jointly filed by Magnolia Capital Fund, LP ("MCF"), The Magnolia Group, LLC ("TMG"), a registered investment adviser, and Adam K. Peterson (each a "Reporting Person" and, collectively, the "Reporting Persons") with respect to shares of the common Stock 1/3 of $.01 par value of the Issuer (the, "Common Stock").
TMG and Mr. Peterson may each exercise voting and dispositive power over the Common Stock held by MCF and, as a result, may be deemed to be indirect beneficial owners of shares of Common Stock held by MCF. TMG and Mr. Peterson disclaim beneficial ownership of the Common Stock.
TMG is the general partner of MCF. Mr. Peterson is the managing member of TMG.
(b)
Address or principal business office or, if none, residence:
1601 Dodge Street, Suite 3300, Omaha, NE 68102
(c)
Citizenship:
MCF is a Delaware limited partnership. TMG is a Nebraska limited liability company and registered investment adviser. Mr. Peterson is a U.S. citizen.
(d)
Title of class of securities:
Common Stock 1/3 of $.01 par value
(e)
CUSIP No.:
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:
(i) 969,746
(ii) 969,746
(iii) 975,746
(b)
Percent of class:
(i) 4.0%
(ii) 4.0%
(iii) 4.0%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(i) 969,746
(ii) 969,746
(iii) 975,746
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
(i) 969,746
(ii) 969,746
(iii) 975,746
(iv) Shared power to dispose or to direct the disposition of:
0
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.
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.
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.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Not applicable.
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
Not applicable.
Item 9.
Notice of Dissolution of Group.
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.
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.
Magnolia Capital Fund, LP
Signature:
/s/ Adam K. Peterson
Name/Title:
Adam K. Peterson, Manager
Date:
11/09/2026
The Magnolia Group, LLC
Signature:
/s/ Adam K. Peterson
Name/Title:
Adam K. Peterson, Manager
Date:
11/09/2026
Adam K. Peterson
Signature:
/s/ Adam K. Peterson
Name/Title:
Adam K. Peterson
Date:
11/09/2026
Exhibit Information
Joint Filing Agreement, dated as of November 9, 2026, by and between Magnolia Capital Fund, LP, The Magnolia Group, LLC, and Adam K. Peterson.
