[SCHEDULE 13G/A] Pyrophyte Acquisition Corp. Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant SEC Filing
Pyrophyte Acquisition Corp. Schedule 13G/A reports that several institutional filers including Cowen and Company, TD Securities (USA) and related affiliates each beneficially own 0 shares (0%) of the issuer's Class A Ordinary Shares. The filing states these reporting persons have no sole or shared voting or dispositive power over the shares and classifies the filers under the bank category for the purposes of this disclosure. The filers also include a certification that the securities were not acquired to influence control of the issuer, and the filing is accompanied by a joint filing agreement signed by the reporting entities.
Positive
All reporting persons disclose 0 shares (0%) beneficial ownership
Filers certify they do not hold securities to influence or change control
Negative
None.
Insights
TL;DR: Multiple broker/dealer and bank affiliates report zero beneficial ownership of PHYT Class A shares; disclosure is procedural, not market-moving.
The filing shows 0 shares (0%) owned by Cowen and Company, LLC; TD Securities (USA) LLC; Cowen Financial Products LLC; Toronto Dominion Holdings (U.S.A.), Inc.; TD Group US Holdings LLC; and The Toronto-Dominion Bank. Each reporting person disclaims sole and shared voting and dispositive powers. From an investor-impact perspective this is neutral: there is no change in ownership or control signaled and no material economic stake disclosed. The filing appears to be a routine regulatory disclosure by institutional affiliates operating under a joint filing agreement.
TL;DR: Governance impact is negligible—reported parties explicitly state no holdings or intent to influence control.
The registrants certify that the reported securities were not acquired to change or influence control and identify themselves under the relevant institution classification (Bank). The inclusion of a signed joint filing agreement documents coordinated regulatory reporting but does not indicate any governance action or voting alignment because the disclosed ownership is 0%. This filing should be treated as a compliance filing rather than a substantive governance development.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Pyrophyte Acquisition Corp.
(Name of Issuer)
Class A Ordinary Shares
(Title of Class of Securities)
G7308P101
(CUSIP Number)
06/30/2025
(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.
G7308P101
1
Names of Reporting Persons
COWEN AND COMPANY, 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
BD
SCHEDULE 13G
CUSIP No.
G7308P101
1
Names of Reporting Persons
TD SECURITIES (USA) 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
BD
SCHEDULE 13G
CUSIP No.
G7308P101
1
Names of Reporting Persons
Cowen Financial Products 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
G7308P101
1
Names of Reporting Persons
TORONTO DOMINION HOLDINGS USA INC
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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
G7308P101
1
Names of Reporting Persons
TD GROUP US HOLDINGS 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
G7308P101
1
Names of Reporting Persons
TORONTO DOMINION BANK
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
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Pyrophyte Acquisition Corp.
(b)
Address of issuer's principal executive offices:
3262 WESTHEIMER RD., SUITE 706, Houston, TEXAS
77098
Item 2.
(a)
Name of person filing:
COWEN AND COMPANY, LLC
TD SECURITIES (USA) LLC
Cowen Financial Products LLC
TORONTO DOMINION HOLDINGS USA INC
TD GROUP US HOLDINGS LLC
TORONTO DOMINION BANK
(b)
Address or principal business office or, if none, residence:
ONE VANDERBILT AVENUE
NEW YORK, New York
10017
The address of TD Securities (USA) LLC's ("TDS") principal office, Cowen Financial Products LLC's ("CFP") principal office, and Toronto Dominion Holdings (U.S.A.), Inc.'s ("TDH") principal office is 1 Vanderbilt Avenue, New York, New York 10017. The address of TD Group US Holdings LLC's ("TD GUS") principal office is 251 Little Falls Drive, Wellington, Delaware 19808. The address of Toronto Dominion Bank's ("TD Bank") principal office is Toronto-Dominion Centre, 66 Wellington Street West, 12th Floor, TD Tower, Toronto, Ontario, Canada M5K 1A2.
(c)
Citizenship:
COWEN AND COMPANY, LLC - DELAWARE
TD SECURITIES (USA) LLC - DELAWARE
Cowen Financial Products LLC - DELAWARE
TORONTO DOMINION HOLDINGS USA INC - DELAWARE
TD GROUP US HOLDINGS LLC - DELAWARE
TORONTO DOMINION BANK - CANADA (FEDERAL LEVEL)
(d)
Title of class of securities:
Class A Ordinary Shares
(e)
CUSIP No.:
G7308P101
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).
Bank
Item 4.
Ownership
(a)
Amount beneficially owned:
0
(b)
Percent of class:
0 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
COWEN AND COMPANY, LLC - 0
TD SECURITIES (USA) LLC - 0
Cowen Financial Products LLC - 0
TORONTO DOMINION HOLDINGS USA INC - 0
TD GROUP US HOLDINGS LLC - 0
TORONTO DOMINION BANK - 0
(ii) Shared power to vote or to direct the vote:
COWEN AND COMPANY, LLC - 0
TD SECURITIES (USA) LLC - 0
Cowen Financial Products LLC - 0
TORONTO DOMINION HOLDINGS USA INC - 0
TD GROUP US HOLDINGS LLC - 0
TORONTO DOMINION BANK - 0
(iii) Sole power to dispose or to direct the disposition of:
COWEN AND COMPANY, LLC - 0
TD SECURITIES (USA) LLC - 0
Cowen Financial Products LLC - 0
TORONTO DOMINION HOLDINGS USA INC - 0
TD GROUP US HOLDINGS LLC - 0
TORONTO DOMINION BANK - 0
(iv) Shared power to dispose or to direct the disposition of:
COWEN AND COMPANY, LLC - 0
TD SECURITIES (USA) LLC - 0
Cowen Financial Products LLC - 0
TORONTO DOMINION HOLDINGS USA INC - 0
TD GROUP US HOLDINGS LLC - 0
TORONTO DOMINION BANK - 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.
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.
TD Securities (USA) LLC
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.
COWEN AND COMPANY, LLC
Signature:
John Holmes
Name/Title:
John Holmes / Vice President and Managing Director
Date:
08/12/2025
TD SECURITIES (USA) LLC
Signature:
Christina Petrou
Name/Title:
Christina Petrou / Vice President & Chief Operating Officer
Date:
08/12/2025
Cowen Financial Products LLC
Signature:
John Holmes
Name/Title:
John Holmes / Chief Operating Officer
Date:
08/12/2025
TORONTO DOMINION HOLDINGS USA INC
Signature:
Christina Petrou
Name/Title:
Christina Petrou / Vice President & Chief Operating Officer
Date:
08/12/2025
TD GROUP US HOLDINGS LLC
Signature:
Salma Salman
Name/Title:
Salma Salman / Senior Vice President & Chief Financial Officer
Date:
08/12/2025
TORONTO DOMINION BANK
Signature:
Christina Petrou
Name/Title:
Christina Petrou / Vice President & Chief Operating Officer
Date:
08/12/2025
Comments accompanying signature: Cowen and Company, LLC signed by TD Securities (USA) LLC, as successor in interest
Exhibit Information
Exhibit I
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the ordinary shares of Pyrophyte Acquisition Corp. will be filed on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Dated: August 12, 2025
COWEN AND COMPANY, LLC
By TD Securities (USA) LLC, as successor in interest
By: /s/John Holmes
Title: Vice President & Managing Director
COWEN FINANCIAL PRODUCTS LLC
By: /s/ John Holmes
Title: Chief Operating Officer
TD SECURITIES (USA) LLC
By: /s/ Christina Petrou
Title: Vice President & Chief Operating Officer
TORONTO DOMINION HOLDINGS (U.S.A.), INC.
By: /s/ Christina Petrou
Title: Vice President & Chief Operating Officer
TD GROUP US HOLDINGS LLC
By: /s/ Salma Salman
Title: Senior Vice President and Chief Financial Officer
THE TORONTO-DOMINION BANK
By: /s/ Christina Petrou
Title: Vice President & Chief Operating Officer
What did the Schedule 13G/A filed for Pyrophyte Acquisition Corp (PHYT) disclose?
The filing discloses that the reporting persons collectively beneficially own 0 shares (0%) of PHYT Class A Ordinary Shares and have no voting or dispositive power.
Which entities filed the Schedule 13G/A for PHYT?
The filing lists Cowen and Company, LLC; TD Securities (USA) LLC; Cowen Financial Products LLC; Toronto Dominion Holdings (U.S.A.), Inc.; TD Group US Holdings LLC; and The Toronto-Dominion Bank as reporting persons.
Does the filing indicate any intent to influence control of Pyrophyte Acquisition Corp (PHYT)?
No. The signatories include a certification stating the securities were not acquired and are not held to influence the control of the issuer.
Does the Schedule 13G/A show any voting or dispositive power by the filers over PHYT shares?
No. Each reporting person reports 0 sole and 0 shared voting and dispositive power.
Is this Schedule 13G/A filing material to PHYT investors?
Based on the filing, it is procedural: the disclosed ownership is 0%, so the filing does not convey a material change in ownership or control.