UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 001-40013
RMG ACQUISITION CORP. III
(Exact name of registrant as specified in its charter)
57 Ocean, Suite 403
5775 Collins Avenue
Miami Beach, Florida
(786) 359-4103
(Address, including zip code, and telephone number,
including area code, of registrant’s principal executive offices)
Units, each consisting of one Class A ordinary
share and one-fifth of one redeemable warrant
Class A ordinary shares included as part of
the units
Redeemable warrants included as part of the
units
(Title of each class of securities covered by this
Form)
None
(Titles of all other classes of securities for
which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate
the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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Rule 12g-4(a)(1) |
☒ |
Rule 12g-4(a)(2) |
☐ |
Rule 12h-3(b)(1)(i) |
☒ |
Rule 12h-3(b)(1)(ii) |
☐ |
Rule 15d-6 |
☐ |
Rule 15d-22(b) |
☐ |
Approximate number of holders of record as
of the certification or notice date: None
Pursuant to the requirements of the Securities
Exchange Act of 1934, RMG Acquisition Corp. III has caused this certification/notice to be signed on its behalf by the undersigned duly
authorized person.
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RMG ACQUISITION CORP. III |
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Date: July 28, 2025 |
By: |
/s/ Robert S. Mancini |
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Name: |
Robert S. Mancini |
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Title: |
Chief Executive Officer and Chairman |