[SCHEDULE 13G/A] RCI Hospitality Holdings, Inc. SEC Filing

Rhea-AI Filing Summary

Progeny 3, Inc. and individual Jon Hemingway filed an amended Schedule 13G reporting beneficial ownership of 408,605 shares of RCI Hospitality Holdings, Inc. common stock (CUSIP 74934Q108), representing 4.7% of the class. The filing shows sole voting and dispositive power over the shares and lists Progeny 3 organized in Washington and Hemingway as a U.S. citizen. The filing indicates the position falls below the 5% threshold for greater reporting categories and does not identify any group, subsidiary, or additional arrangements.

Insights

Financial Analyst

TL;DR: A modest 4.7% disclosed stake signals a notable investor position but is below thresholds that typically trigger control implications.

The filing documents a clear beneficial position of 408,605 shares (4.7%) held with sole voting and dispositive power. Because the stake is under 5%, it is categorized as ownership of 5% or less, limiting immediate market-moving implications. For investors, this disclosure provides transparency on ownership concentration but does not indicate change-of-control intentions or large-scale accumulation.

Corporate Governance Expert

TL;DR: Disclosure is routine and compliant; sole voting/dispositive control is noted but does not imply governance control.

The Schedule 13G/A correctly identifies the reporting persons and their rights: sole voting and dispositive power over 408,605 shares. Classification as a reporting person type 'CO' for the entity and 'IN' for the individual is consistent with standard practice. No group formation, subsidiary involvement, or additional beneficiaries are reported, so there are no disclosed governance arrangements or shared control concerns arising from this filing.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

RCI HOSPITALITY HOLDINGS, INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

74934Q108

(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. 74934Q108

1

Names of Reporting Persons

Progeny 3, 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

WASHINGTON

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 408,605.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 408,605.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

408,605.00

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)

4.7 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP No. 74934Q108

1

Names of Reporting Persons

Jon Hemingway

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 408,605.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 408,605.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

408,605.00

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)

4.7 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: RCI HOSPITALITY HOLDINGS, INC.
(b)	Address of issuer's principal executive offices: 10737 Cutten Road, Houston, Texas, 77066
Item 2.
(a)	Name of person filing: Progeny 3, Inc. and Jon Hemingway
(b)	Address or principal business office or, if none, residence: 5209 Lake Washington Blvd NE, Suite 200, Kirkland, WA 98033
(c)	Citizenship: Progeny 3, Inc. is organized under the laws of the State of Washington and Hemingway is a United States citizen.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 74934Q108
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: See cover page
(b)	Percent of class: See cover page
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See cover page
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: See cover page
	(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. See Item 2. The Accounts have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein.
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:
	Not Applicable

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.

Progeny 3, Inc.

Signature:	/s/ Christopher Hemingway
Name/Title:	Christopher Hemingway/Co-CIO
Date:	08/14/2025

Jon Hemingway

Signature:	/s/ Christopher Hemingway
Name/Title:	Christopher Hemingway/Attorney-in-Fact
Date:	08/14/2025