Arena Investors and affiliated funds report a passive minority stake in RenX Enterprises Corp. They collectively beneficially own 154,144 shares of RenX common stock, representing 1.7% of the class as of the measurement date.
The percentage is based on 9,046,421 shares outstanding as of November 12, 2025, as reported by RenX. The group files this as Amendment No. 2 to Schedule 13G and certifies the holdings were not acquired to change or influence control of the company.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
RenX Enterprises Corp.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
78637J204
(CUSIP Number)
12/31/2025
(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.
78637J204
1
Names of Reporting Persons
Arena Investors, 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
154,144.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
154,144.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
154,144.00
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)
1.7 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Investors GP, 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
154,144.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
154,144.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
154,144.00
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)
1.7 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Business Solutions Global SPC II, LTD.
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
45,596.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
45,596.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
45,596.00
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)
0.4 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities (Offshore) Master, 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
38,928.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
38,928.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
38,928.00
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)
0.4 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities Fund (Offshore) II GP, 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
38,928.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
38,928.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
38,928.00
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)
0.4 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities 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
4,706.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,706.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,706.00
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)
0.1 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities Fund (Onshore) GP, 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
4,706.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,706.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,706.00
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)
0.1 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities Partners II, 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
45,596.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
45,596.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
45,596.00
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)
0.5 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities Partners (Onshore) GP II, 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
45,596.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
45,596.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
45,596.00
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)
0.5 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities Partners III, 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
19,318.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
19,318.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,318.00
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)
0.2 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
78637J204
1
Names of Reporting Persons
Arena Special Opportunities Partners III GP, 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
19,318.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
19,318.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,318.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
This Schedule 13G is filed by the following (the "Reporting Persons"):
(i) Arena Investors, LP (the "Investment Manager"), who serves as investment manager
to the Arena Funds (as defined below) and as subadvisor to Arena Global (as defined
below);
(ii) Arena Investors GP, LLC, who serves as the general partner of the Investment
Manager (the "IM General Partner");
(iii) Arena Business Solutions Global SPC II, LTD. ("Arena Global");
(iv) Arena Special Opportunities (Offshore) Master, LP ("ASOFM");
(v) Arena Special Opportunities Fund (Offshore) II GP, LP, who serves as the general
partner of ASOFM (the "ASOFM General Partner");
(vi) Arena Special Opportunities Fund, LP ("ASOF");
(vii) Arena Special Opportunities Fund (Onshore) GP, LLC, who serves as the general
partner of ASOF (the "ASOF General Partner");
(viii) Arena Special Opportunities Partners II, LP ("ASOPII");
(ix) Arena Special Opportunities Partners (Onshore) GP II, LLC, who serves as the
general partner of ASOPII (the "ASOPII General Partner");
(x) Arena Special Opportunities Partners III, LP ("ASOPIII"; and collectively with ASOFM,
ASOF and ASOPII, the "Arena Funds"); and
(xi) Arena Special Opportunities Partners III GP, LLC , who serves as the general partner
of ASOPIII (the "ASOPIII General Partner");
The Arena Funds and Arena Global are private investment vehicles. The Arena Funds and
Arena Global directly beneficially own the Common Stock reported in this Schedule 13G.
The Investment Manager and the IM General Partner may be deemed to beneficially own
the Common Stock directly beneficially owned by the Arena Funds and Arena Global.
The ASOFM General Partner may be deemed to beneficially own the Common Stock
directly beneficially owned by ASOFM.
The ASOF General Partner may be deemed to beneficially own the Common Stock directly
beneficially owned by ASOF.
The ASOPII General Partner may be deemed to beneficially own the Common Stock directly
beneficially owned by ASOPII.
The ASOPIII General Partner may be deemed to beneficially own the Common Stock
directly beneficially owned by ASOPIII.
Each Reporting Person disclaims beneficial ownership with respect to any Common Stock
other than the Common Stock directly beneficially owned by such Reporting Person.
(b)
Address or principal business office or, if none, residence:
The principal business office of the Reporting Persons is 2500 Westchester Avenue, Suite 401, Purchase, New York 10577.
(c)
Citizenship:
For citizenship or place of organization see Item 4 of the cover page of each Reporting Person.
(d)
Title of class of securities:
Common Stock, $0.001 par value per share
(e)
CUSIP No.:
78637J204
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:
Aggregate: 154,144 shares; see also Item 9 on the cover page for each Reporting Person.
(b)
Percent of class:
Aggregate: 1.7%; see also item 11 on the cover page for each Reporting Person. The percentages of beneficial ownership contained herein are based on: 9,046,421 shares of Common Stock outstanding as of November 12, 2025 as reported by the Issuer in its Form 10-Q filed with the SEC on November 14, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Item 5 on the cover page for each Reporting Person.
(ii) Shared power to vote or to direct the vote:
See Item 6 on the cover page for each Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
See Item 7 on the cover page for each Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
See Item 8 on the cover page for each Reporting Person.
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.
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.
Arena Investors, LP
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Investors GP, LLC
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Business Solutions Global SPC II, LTD.
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Special Opportunities (Offshore) Master, LP
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Special Opportunities Fund (Offshore) II GP, LP
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Special Opportunities Fund, LP
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Special Opportunities Fund (Onshore) GP, LLC
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Special Opportunities Partners II, LP
Signature:
Tsering Lama
Name/Title:
Authorized Signatory
Date:
02/13/2026
Arena Special Opportunities Partners (Onshore) GP II, LLC
