Schedule 13G: TD entities jointly disclose 2.5% holding in Quartzsea

Rhea-AI Filing Summary

Quartzsea Acquisition Corporation is the subject of a joint Schedule 13G disclosure showing that TD Securities (USA) LLC beneficially owns 280,095 ordinary shares, representing 2.5% of the outstanding class. TD Securities states it has the sole power to vote and to dispose of these shares, while Toronto Dominion Holdings (USA) Inc., TD Group US Holdings LLC and Toronto Dominion Bank joint-file and note potential indirect interests through ownership of TD Securities but disclaim ownership except for any pecuniary interest.

The filing includes a certification that the shares are held in the ordinary course of business and were not acquired to influence control of the issuer. The report clarifies ownership chain and voting/dispositive authority without indicating any controlling intent.

Insights

Financial Analyst

TL;DR: Routine institutional disclosure of a non-controlling 2.5% stake; indicates transparency but no change in corporate control.

The Schedule 13G shows TD Securities (USA) LLC holds 280,095 shares (2.5%) with sole voting and dispositive power, and the parent entities file jointly to disclose possible indirect interest while expressly disclaiming ownership except for pecuniary interest. Item 10 certification states the position is held in the ordinary course of business and not to influence control. For investors this is a standard disclosure of a modest stake by a broker-dealer that does not signal strategic control or an activist intent based on the filing text alone.

Corporate Governance Expert

TL;DR: Joint filing clarifies ownership chain and governance posture; parents disclaim control beyond financial interest.

The document identifies the reporting chain from TD Securities (USA) LLC up through its holding entities and the bank, and records that TD Securities retains sole voting and dispositive authority over the reported shares. The parents note possible indirect interest by virtue of ownership but disclaim substantive ownership, which is consistent with a disclosure-focused Schedule 13G rather than an affirmative control statement. The filing therefore provides governance transparency without implying a change in board control or corporate governance strategy.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Quartzsea Acquisition Corporation

(Name of Issuer)

Ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G7314B112

(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. G7314B112

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 280,095.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 280,095.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

280,095.00

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)

2.5 %

12

Type of Reporting Person (See Instructions)

BD

SCHEDULE 13G

CUSIP No. G7314B112

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. G7314B112

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. G7314B112

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: Quartzsea Acquisition Corporation
(b)	Address of issuer's principal executive offices: 1185 Avenue of the Americas, OFFICE 304, New York, NEW YORK 10036
Item 2.
(a)	Name of person filing: TD SECURITIES (USA) 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 and Toronto Dominion Holdings (U.S.A.), Inc.'s ("TDH") principal office is One 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: TD SECURITIES (USA) 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: Ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G7314B112
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: 280,095 TDS has the sole power to vote or direct the vote and the sole power to dispose or direct the disposition of these shares. This schedule is jointly filed by TDS, TDH, TD GUS and TD Bank. TDH is the sole owner of TDS. TD GUS is the sole owner of TDH. TD Bank is the sole owner of TD GUS. TDH, TD GUS and TD Bank may be deemed to hold an indirect interest in the shares reported herein by virtue of their ownership of TDS. Each of TDH, TD GUS and TD Bank disclaims ownership of the shares reported herein except to the extent of its pecuniary interest therein. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
(b)	Percent of class: 2.5 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: TD SECURITIES (USA) LLC - 280,095 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: TD SECURITIES (USA) 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: TD SECURITIES (USA) LLC - 280,095 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: TD SECURITIES (USA) 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 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.

TD SECURITIES (USA) LLC

Signature:	Christina Petrou
Name/Title:	Christina Petrou / Executive Vice President & Chief Operating Officer
Date:	08/12/2025

Toronto Dominion Holdings (USA) Inc.

Signature:	Christina Petrou
Name/Title:	Christina Petrou / Executive Vice President & Chief Operating Officer
Date:	08/12/2025

TD Group US Holdings LLC

Signature:	Salma Salman
Name/Title:	Salma Salman / Executive Senior Vice President & Chief Financial Officer
Date:	08/12/2025

Toronto Dominion Bank

Signature:	Christina Petrou
Name/Title:	Christina Petrou / Executive Vice President & Chief Operating Officer
Date:	08/12/2025

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 Quartzsea Acquisition Corporation 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 TD SECURITIES (USA) LLC By: /s/ Christina Petrou Title: Executive Vice President & Chief Operating Officer TORONTO DOMINION HOLDINGS (USA), INC. By: /s/ Christina Petrou Title: Executive Vice President & Chief Operating Officer TD GROUP US HOLDINGS LLC By: /s/ Salma Salman Title: Senior Vice President & Chief Financial Officer THE TORONTO-DOMINION BANK By: /s/ Christina Petrou Title: Executive Vice President & Chief Operating Officer

FAQ

How many Quartzsea (QSEAU) shares does TD Securities report owning?

TD Securities (USA) LLC reports beneficial ownership of 280,095 shares, representing 2.5% of the class.

Which entities filed the Schedule 13G for QSEAU?

The filing is jointly made by TD Securities (USA) LLC, Toronto Dominion Holdings (USA) Inc., TD Group US Holdings LLC, and Toronto Dominion Bank.

Does the filing indicate TD intends to influence control of Quartzsea?

No. The certification in the filing states the shares are held in the ordinary course of business and were not acquired to change or influence control.

Who has voting and dispositive power over the reported shares?

TD Securities (USA) LLC is reported to have sole voting power and sole dispositive power over the 280,095 shares.

Does the filing assert the parent companies own the shares directly?

The parents indicate they may be deemed to have an indirect interest through ownership of TD Securities but expressly disclaim ownership except to the extent of any pecuniary interest.