Resolute Holdings Management holders report 50% stakes

Rhea-AI Filing Summary

Resolute ManCo Holdings LLC, Tungsten 2024 LLC, Thomas R. Knott, C 323 Holdings, LLC and John D. Cote report updated beneficial ownership of the common stock of Resolute Holdings Management, Inc. Based on 7,819,595 shares outstanding as of August 5, 2026, each reports beneficial ownership above 50% of the class.

Resolute ManCo Holdings LLC, C 323 Holdings, LLC and Thomas R. Knott each report beneficial ownership of 4,107,534 shares (52.5%), Tungsten 2024 LLC reports 4,180,864 shares (53.5%), and John D. Cote reports 4,305,864 shares (55.1%), including 125,000 shares over which he has sole voting and dispositive power. The change in these percentages reflects a decrease in the aggregate number of shares outstanding, not any transaction by the reporting persons.

Key Figures

Shares outstanding: 7,819,595 shares Resolute ManCo Holdings LLC beneficial ownership: 4,107,534 shares Tungsten 2024 LLC beneficial ownership: 4,180,864 shares +4 more

7 metrics

Shares outstanding 7,819,595 shares Common stock outstanding as of August 5, 2026, used to calculate ownership percentages

Resolute ManCo Holdings LLC beneficial ownership 4,107,534 shares Aggregate shares beneficially owned, representing 52.5% of RHLD common stock

Tungsten 2024 LLC beneficial ownership 4,180,864 shares Aggregate shares beneficially owned, representing 53.5% of RHLD common stock

Thomas R. Knott beneficial ownership 4,107,534 shares Aggregate shares beneficially owned, representing 52.5% of RHLD common stock

C 323 Holdings, LLC beneficial ownership 4,107,534 shares Aggregate shares beneficially owned, representing 52.5% of RHLD common stock

John D. Cote beneficial ownership 4,305,864 shares Aggregate shares beneficially owned, representing 55.1% of RHLD common stock

John D. Cote sole voting and dispositive power 125,000 shares Shares over which John D. Cote has sole voting and sole dispositive power

Key Terms

Schedule 13D, beneficially owned, shared voting power, shared dispositive power, +1 more

5 terms

Schedule 13D regulatory

"This Amendment No. 2 to Schedule 13D relates to the Common Stock"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 4,305,864.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"Shared Voting Power 4,180,864.00"

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 power financial

"Shared Dispositive Power 4,107,534.00"

Joint Filing Agreement regulatory

"Exhibit 3: Joint Filing Agreement, dated as of August 5, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What total share count of RHLD common stock is used to calculate the reported ownership percentages?

The reported ownership percentages are based on 7,819,595 shares of Resolute Holdings Management, Inc. common stock outstanding as of August 5, 2026, which serves as the denominator for all percentage calculations in the disclosure.

How many RHLD shares does John D. Cote beneficially own, and what is his percentage stake?

John D. Cote beneficially owns 4,305,864 shares of RHLD common stock, representing 55.1% of the class. This includes 125,000 shares over which he has sole voting and dispositive power, and 4,180,864 shares over which he shares such powers.

Which reporting persons hold beneficial ownership above 50% of RHLD common stock?

The following each report beneficial ownership above 50% of RHLD: Resolute ManCo Holdings LLC, Tungsten 2024 LLC, Thomas R. Knott, C 323 Holdings, LLC, and John D. Cote, with stakes ranging from 52.5% to 55.1% of the outstanding common stock.

Did the reported ownership percentage changes for RHLD result from new share purchases or sales?

No. The disclosure states that the change in the percentages in Row 13 for each reporting person reflects a decrease in the aggregate number of shares outstanding and is not the result of any transaction by the reporting persons.

What voting and dispositive powers over RHLD shares does Tungsten 2024 LLC report?

Tungsten 2024 LLC reports shared voting power and shared dispositive power over 4,180,864 shares of RHLD common stock, with no sole voting or sole dispositive power over any shares indicated in the disclosure tables.

Where is the principal business office for the RHLD reporting persons located?

The principal business office for the reporting persons in this RHLD ownership disclosure is located at 445 Park Avenue, Suite 5B, New York, NY 10022, which is also listed as the address of the issuer’s principal executive offices.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 08/06/2026 - 09:08 AM Accepted by SEC EDGAR 08/06/2026 - 09:08 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Resolute Holdings Management, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

76134H101

(CUSIP Number)

Thomas R. Knott
Resolute ManCo Holdings LLC, 445 Park Avenue, Suite 5B
New York, NY, 10022
212-256-8405

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/06/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

Resolute ManCo Holdings LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,107,534.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,107,534.00

11

Aggregate amount beneficially owned by each reporting person

4,107,534.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

52.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of August 5, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

Tungsten 2024 LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,180,864.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,180,864.00

11

Aggregate amount beneficially owned by each reporting person

4,180,864.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

53.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of August 5, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

Thomas R. Knott

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,107,534.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,107,534.00

11

Aggregate amount beneficially owned by each reporting person

4,107,534.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

52.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of August 5, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

C 323 Holdings, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,107,534.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,107,534.00

11

Aggregate amount beneficially owned by each reporting person

4,107,534.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

52.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of August 5, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

John D. Cote

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 125,000.00
8	Shared Voting Power 4,180,864.00
9	Sole Dispositive Power 125,000.00
10	Shared Dispositive Power 4,180,864.00

11

Aggregate amount beneficially owned by each reporting person

4,305,864.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

55.1 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of August 5, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.0001 par value per share
(b)	Name of Issuer: Resolute Holdings Management, Inc.
(c)	Address of Issuer's Principal Executive Offices: 445 Park Avenue, Suite 5B, New York, NEW YORK , 10022.
Item 1 Comment: This Amendment No. 2 (this "Amendment") to Schedule 13D (as amended, the "Schedule 13D") relates to the Common Stock, par value $0.0001 per share (the "Common Stock"), of Resolute Holdings Management, Inc., a Delaware corporation (the "Issuer"). The percentage change in Row 13 of each table above reflects the effect of a decrease in the aggregate number of shares of Common Stock outstanding, and is not the result of any transaction by the Reporting Persons.
Item 2.	Identity and Background
(a)	See Row (1) of each Reporting Person's cover page.
(b)	The principal business office of the Reporting Persons is 445 Park Avenue, Suite 5B, New York, NY 10022.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and supplemented as specified in Annex A.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read in its entirety as found in Annex A.
(b)	Item 5(a) is hereby amended and restated to read in its entirety as found in Annex A.
(c)	None.
(d)	None.
(e)	Not applicable.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 3: Joint Filing Agreement, dated as of August 5, 2026, by and among the Reporting Persons. Exhibit 4: Power of Attorney, dated as of August 5, 2026.

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.

Resolute ManCo Holdings LLC

Signature:	*
Name/Title:	John D. Cote, Manager, Tungsten 2024 LLC, managing member of Resolute ManCo Holdings LLC
Date:	08/06/2026

Tungsten 2024 LLC

Signature:	*
Name/Title:	John D. Cote, Manager
Date:	08/06/2026

Thomas R. Knott

Signature:	/s/ Thomas R. Knott
Name/Title:	Thomas R. Knott
Date:	08/06/2026

C 323 Holdings, LLC

Signature:	/s/ Thomas R. Knott
Name/Title:	Thomas R. Knott, Manager
Date:	08/06/2026

John D. Cote

Signature:	*
Name/Title:	John D. Cote
Date:	08/06/2026

Comments accompanying signature:

* By: /s/ Thomas R. Knott, Attorney-in-fact