Tether warrants in Stablecoin Development (SDEV) hit 9.99% cap

Rhea-AI Filing Summary

Tether Global Investments Fund, S.I.C.A.F., S.A., Tether Investments, S.A. de C.V., and Giancarlo Devasini report beneficial ownership of 5,617,689 shares of Stablecoin Development Corp common stock through warrants. This represents 9.99% of the outstanding common stock, calculated using 50,615,437 issued and outstanding shares plus the warrant shares.

The warrants held by Tether Investments are subject to an Ownership Limitation that caps aggregate beneficial ownership of the reporting persons and their affiliates at 9.99%. They disclaim beneficial ownership of an additional 16,257,311 shares of common stock that could otherwise be issued upon conversion of the remaining warrants because exercising them would exceed this cap.

Key Figures

Beneficially owned shares: 5,617,689 shares Ownership percentage: 9.99 % Shares outstanding baseline: 50,615,437 shares +2 more

5 metrics

Beneficially owned shares 5,617,689 shares Shares of Stablecoin Development Corp common stock deemed beneficially owned via warrants

Ownership percentage 9.99 % Percent of Stablecoin Development Corp common stock class reported as beneficially owned

Shares outstanding baseline 50,615,437 shares Common shares reported issued and outstanding as of July 27, 2026

Additional warrant-convertible shares disclaimed 16,257,311 shares Additional common shares issuable upon warrant conversion but disclaimed due to Ownership Limitation

Shared voting power 5,617,689.00 Shares over which the reporting persons have shared voting and dispositive power

Key Terms

Ownership Limitation, beneficial ownership, warrants, dispositive power

4 terms

Ownership Limitation financial

"The number of shares ... is limited ... (the "Ownership Limitation")."

beneficial ownership financial

"each Reporting Person may be deemed to beneficially own 5,617,689 shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

warrants financial

"consisting of warrants exercisable for the same number of shares of Common Stock."

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

dispositive power financial

"Sole Dispositive Power 0.00 8 | Shared Dispositive Power 5,617,689.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

How many SDEV shares do the Tether-affiliated reporting persons currently report as beneficially owned?

They report beneficial ownership of 5,617,689 shares of Stablecoin Development Corp common stock, all via warrants. This position is held through Tether Investments, S.A. de C.V., a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A.

What percentage of Stablecoin Development Corp (SDEV) does the Tether group report owning?

They report owning 9.99% of SDEV’s common stock. This percentage is based on 50,615,437 shares outstanding as of July 27, 2026, plus 5,617,689 warrant shares deemed beneficially owned.

How many Stablecoin Development Corp (SDEV) shares are outstanding for this ownership calculation?

The calculation uses 50,615,437 shares of SDEV common stock reported as issued and outstanding as of July 27, 2026. The reported ownership adds 5,617,689 shares issuable upon warrant conversion to determine the 9.99% stake.

What is the Ownership Limitation affecting Tether’s warrants in SDEV?

The warrants are subject to a 9.99% Ownership Limitation, capping aggregate beneficial ownership of the reporting persons and affiliates. They therefore disclaim beneficial ownership of 16,257,311 additional shares that could otherwise be issued upon full warrant conversion.

Who ultimately controls the reported SDEV holdings connected to Tether?

The securities are directly owned by Tether Investments, S.A. de C.V., a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Giancarlo Devasini holds a greater than 50% voting interest in that fund, indirectly influencing these holdings.

Do the Tether reporting persons hold sole or shared voting power over SDEV shares?

They report 0 sole voting and dispositive power and 5,617,689 shared voting and dispositive power. This reflects that control over these warrant-based shares is exercised jointly through the affiliated entities identified as reporting persons.

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

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Available on EDGAR 08/17/2026 - 04:15 PM Accepted by SEC EDGAR 08/17/2026 - 04:15 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Stablecoin Development Corp

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

66987P508

(CUSIP Number)

06/30/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 66987P508

1

Names of Reporting Persons

Tether Global Investments Fund, S.I.C.A.F., S.A.

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

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 5,617,689.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,617,689.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,617,689.00

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)

9.99 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): 66987P508

1

Names of Reporting Persons

Tether Investments, S.A. de C.V.

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

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 5,617,689.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,617,689.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,617,689.00

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)

9.99 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP Number(s): 66987P508

1

Names of Reporting Persons

Giancarlo Devasini

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

ITALY

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 5,617,689.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 5,617,689.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

5,617,689.00

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)

9.99 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Stablecoin Development Corp
(b)	Address of issuer's principal executive offices: 2000 POWELL STREET, SUITE 1150 EMERYVILLE CA 94608
Item 2.
(a)	Name of person filing: This statement is being filed by Tether Global Investments Fund, S.I.C.A.F., S.A., Tether Investments, S.A. de C.V. ("Tether Investments") and Giancarlo Devasini (collectively, the "Reporting Persons").
(b)	Address or principal business office or, if none, residence: The principal business address of the Reporting Persons is Final Av. La Revolucion, Colonia San Benito, Edif. Centro, Corporativo Presidente Plaza, Nivel 12, Oficina 2, Distrito de San Salvador, Municipio de San Salvador Centro, Republica de El Salvador.
(c)	Citizenship: Tether Global Investments Fund, S.I.C.A.F., S.A. and Tether Investments are organized under the laws of the Republic of El Salvador. Mr. Devasini is an Italian citizen.
(d)	Title of class of securities: Common Stock, par value $0.01 per share
(e)	CUSIP No.: 66987P508
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: Due to the Ownership Limitation (as defined below), each Reporting Person may be deemed to beneficially own 5,617,689 shares of Common Stock, consisting of warrants exercisable for the same number of shares of Common Stock. The securities reported herein are directly owned by Tether Investments, a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Mr. Giancarlo Devasini holds a greater than 50% voting interest in Tether Global Investments Fund, S.I.C.A.F., S.A., and thus indirectly holds voting and dispositive power with respect to the securities held by Tether Global Investments Fund, S.I.C.A.F., S.A., including securities held by Tether Investments. The number of shares of Common Stock into which certain warrants held by Tether Investments are convertible is limited pursuant to the terms of such warrants to that number of shares of Common Stock that would result in the Reporting Persons and their affiliates having aggregate beneficial ownership of more than 9.99% of the total issued and outstanding shares of Common Stock (the "Ownership Limitation"). In accordance with Rule 13d-4 under the Exchange Act, the Reporting Persons disclaim beneficial ownership of any and all shares of Common Stock issuable upon any conversion of the warrants held by Tether Investments to the extent that such conversion would cause the Reporting Persons' aggregate beneficial ownership to exceed or remain above the Ownership Limitation. Due to the Ownership Limitation, as of the date of this filing, the Reporting Persons disclaim beneficial ownership with respect to the remaining 16,257,311 shares of Common Stock into which such warrants would otherwise be convertible.
(b)	Percent of class: See Item 11 of each of the cover pages. This percentage is calculated based upon (i) 50,615,437 shares of Common Stock reported as issued and outstanding as of July 27, 2026, as disclosed in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on July 30, 2026, together with (ii) 5,617,689 shares of Common Stock issuable upon the conversion of certain warrants held by Tether Investments.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Item 5 of each of the cover pages.
	(ii) Shared power to vote or to direct the vote: See Item 6 of each of the cover pages.
	(iii) Sole power to dispose or to direct the disposition of: See Item 7 of each of the cover pages.
	(iv) Shared power to dispose or to direct the disposition of: See Item 8 of each of the cover pages.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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. See Items 2 and 4 above.
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.

Tether Global Investments Fund, S.I.C.A.F., S.A.

Signature:	/s/ Omar Rossi
Name/Title:	Omar Rossi, Sole Administrator
Date:	08/17/2026

Tether Investments, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, Sole Administrator
Date:	08/17/2026

Giancarlo Devasini

Signature:	/s/ Giancarlo Devasini
Name/Title:	Individual
Date:	08/17/2026