Blockchain Capital takes 6% Securitize (SECZ) stake via SPAC-style merger

Q: How did Blockchain Capital acquire its Securitize (SECZ) shares?

The reporting entities acquired their Securitize shares as consideration in a Business Combination completed on July 1, 2026. Former Securitize, Inc. equity was exchanged into Securitize Corp. stock under a merger agreement involving Cantor Equity Partners II and multiple merger subsidiaries.

Q: Which Securitize (SECZ) lock-up terms apply to Blockchain Capital’s shares?

Blockchain Capital is subject to Lock-Up Agreements that restrict transfers of received Securitize shares for 180 days from the closing date . One-third of these restricted securities can be released early if VWAP price hurdles of $15.00, $17.50 and $20.00 are met for defined trading periods.

Q: Do Blockchain Capital and its principals have registration rights in Securitize (SECZ)?

Yes. The reporting parties are part of an Amended and Restated Registration Rights Agreement that provides shelf registration and demand and piggyback rights. Securitize must file a shelf registration statement after the Business Combination, with the company bearing related registration expenses.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

SCHEDULE 13D

Rhea-AI Filing Summary

Blockchain Capital-affiliated funds have disclosed a 6.0% beneficial stake in Securitize Corp. following a business combination. The reporting group holds 9,831,423 shares of common stock, based on 163,218,683 shares outstanding as of July 1, 2026.

The position was received as consideration in a merger involving Cantor Equity Partners II, Securitize, Inc. and related entities, using an exchange ratio of approximately 4.4439454 Securitize shares for each former Securitize, Inc. share or equity award. The securities are subject to lock-up agreements for 180 days from closing, with one-third of the restricted shares eligible for early release if the volume-weighted average price exceeds $15.00, $17.50 and $20.00 for at least 20 of 30 consecutive trading days starting 90 days after closing. Blockchain Capital principals Brad and P. Bartlett Stephens may be deemed to share voting and dispositive power over these holdings.

Key Figures

Beneficial ownership: 9,831,423 shares Ownership percentage: 6.0% of class Shares outstanding: 163,218,683 shares +5 more

8 metrics

Beneficial ownership 9,831,423 shares Aggregate Securitize common stock reported by Blockchain Capital group

Ownership percentage 6.0% of class Beneficial stake in Securitize common stock as of July 1, 2026

Shares outstanding 163,218,683 shares Securitize common stock deemed outstanding as of July 1, 2026

Exchange ratio 4.4439454 shares Securitize Corp. equity received per share or award of Old Securitize

Fund III Digital stake 1,613,818 shares Common stock held by Blockchain Capital III Digital Liquid Venture Fund, LP

Fund IV stake 6,848,022 shares Common stock held by Blockchain Capital IV, LP

Parallel IV stake 1,369,583 shares Common stock held by Blockchain Capital Parallel IV, LP

Lock-up duration 180 days Period after closing during which restricted Securitize shares are locked up

Key Terms

Schedule 13D, Business Combination, Lock-Up Agreements, Amended and Restated Registration Rights Agreement, +2 more

6 terms

Schedule 13D regulatory

"This is being filed by the undersigned, pursuant to Rule 13d-1(a) under the Act"

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.

Business Combination financial

"The securities reported herein were received as consideration in connection with a Business Combination"

A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

Lock-Up Agreements financial

"entered into Lock-Up Agreements with Issuer, pursuant to which such parties agreed that the shares"

A lock-up agreement is a contract that prevents company insiders—founders, employees, and early investors—from selling their shares for a set period after a public stock offering. It matters to investors because it keeps a large block of shares off the market temporarily; when the lock-up ends, those holders can sell and this increased supply can cause the stock price to fall, similar to a timed release that suddenly opens a valve.

Amended and Restated Registration Rights Agreement regulatory

"entered into the Amended and Restated Registration Rights Agreement (the "Restated Registration Rights Agreement")"

volume-weighted average price (VWAP) financial

"early-release in the event the VWAP of the Common Stock exceeds $15.00, $17.50 and $20.00"

Volume-weighted average price (VWAP) is the average price of a security over a trading period where each trade’s price is weighted by how many shares were traded, so larger trades pull the average more than tiny ones. Investors and traders use VWAP as a benchmark to judge whether a trade was executed at a favorable price—similar to checking whether you paid more or less than the typical price when most people were buying or selling.

shelf registration statement regulatory

"file with the SEC a shelf registration statement"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

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Available on EDGAR 07/09/2026 - 04:17 PM Accepted by SEC EDGAR 07/09/2026 - 04:17 PM

FAQ

What stake in Securitize Corp. (SECZ) did Blockchain Capital report on Schedule 13D?

Blockchain Capital-affiliated entities reported beneficial ownership of 9,831,423 Securitize common shares, representing 6.0% of the outstanding stock. This percentage is based on 163,218,683 shares outstanding as of July 1, 2026, according to Securitize’s Form 8-K.

How did Blockchain Capital acquire its Securitize (SECZ) shares?

The reporting entities acquired their Securitize shares as consideration in a Business Combination completed on July 1, 2026. Former Securitize, Inc. equity was exchanged into Securitize Corp. stock under a merger agreement involving Cantor Equity Partners II and multiple merger subsidiaries.

What exchange ratio applied in the Securitize Corp. (SECZ) Business Combination?

Each share and equity award of Old Securitize converted into Securitize Corp. equity at an exchange ratio of approximately 4.4439454. This ratio determined how many Securitize Corp. common shares the Blockchain Capital funds received for their prior preferred and common stock and related awards.

Which Securitize (SECZ) lock-up terms apply to Blockchain Capital’s shares?

Blockchain Capital is subject to Lock-Up Agreements that restrict transfers of received Securitize shares for 180 days from the closing date. One-third of these restricted securities can be released early if VWAP price hurdles of $15.00, $17.50 and $20.00 are met for defined trading periods.

Do Blockchain Capital and its principals have registration rights in Securitize (SECZ)?

Yes. The reporting parties are part of an Amended and Restated Registration Rights Agreement that provides shelf registration and demand and piggyback rights. Securitize must file a shelf registration statement after the Business Combination, with the company bearing related registration expenses.

Who may exercise voting and dispositive power over Blockchain Capital’s Securitize (SECZ) holdings?

Voting and dispositive power over the reported Securitize shares flows through the Blockchain Capital funds, their general partners, and Blockchain Capital, LLCBrad Stephens and P. Bartlett Stephens, who may be deemed to share indirect control over these securities.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Securitize Corp.
(Name of Issuer)

Common Stock, par value $0.0001 per share
(Title of Class of Securities)

81517B101
(CUSIP Number)
W. Bradford Stephens
600 Montgomery St, Fl 35,
San Francisco, CA, 94111
415-677-5340
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
07/01/2026
(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):
81517B101

1 Name of reporting person

Blockchain Capital III Digital Liquid Venture Fund, LP
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

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power

0.00
8 Shared Voting Power

1,613,818.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

1,613,818.00
11 Aggregate amount beneficially owned by each reporting person

1,613,818.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

1.0 %
14 Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:
(1) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

BC III DLVF GP, 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

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power

0.00
8 Shared Voting Power

1,613,818.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

1,613,818.00
11 Aggregate amount beneficially owned by each reporting person

1,613,818.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

1.0 %
14 Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:
(1) Consists of the shares held by Blockchain Capital III Digital Liquid Venture Fund, LP for which BC III DLVF GP, LLC is the general partner. (2) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

Blockchain Capital IV, LP
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

6,848,022.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

6,848,022.00
11 Aggregate amount beneficially owned by each reporting person

6,848,022.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

4.2 %
14 Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:
(1) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

Blockchain Capital Parallel IV, LP
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

1,369,583.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

1,369,583.00
11 Aggregate amount beneficially owned by each reporting person

1,369,583.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

0.8 %
14 Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:
(1) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

Blockchain Capital IV GP, 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

UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power

0.00
8 Shared Voting Power

8,217,605.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

8,217,605.00
11 Aggregate amount beneficially owned by each reporting person

8,217,605.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

5.0 %
14 Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:
(1) Consists of 6,848,022 shares of common stock held by Blockchain Capital IV, LP and 1,369,583 shares of common stock held by Blockchain Capital Parallel IV, LP, for which Blockchain Capital IV GP, LLC is the general partner. (2) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

Blockchain Capital, 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

UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power

0.00
8 Shared Voting Power

9,831,423.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

9,831,423.00
11 Aggregate amount beneficially owned by each reporting person

9,831,423.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

6.0 %
14 Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:
(1) Includes: (a) 1,613,818 shares of common stock held by Blockchain Capital III Digital Liquid Venture Fund, LP, (b) 6,848,022 shares of common stock held by Blockchain Capital IV, LP and (c) 1,369,583 shares of common stock held by Blockchain Capital Parallel IV, LP (Blockchain Capital III Digital Liquid Venture Fund, LP, Blockchain Capital IV, LP and Blockchain Capital Parallel IV, LP, collectively the "Blockchain Capital Funds"). The general partner of each of the Blockchain Capital Funds is BC III DLVF GP, LLC or Blockchain Capital IV GP, LLC, as applicable (the "Blockchain GP Entities"). The managing member of each Blockchain GP Entity is Blockchain Capital, LLC. (2) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

W. Bradford Stephens
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

9,831,423.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

9,831,423.00
11 Aggregate amount beneficially owned by each reporting person

9,831,423.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

6.0 %
14 Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:
(1) Includes: (a) 1,613,818 shares of common stock held by Blockchain Capital III Digital Liquid Venture Fund, LP, (b) 6,848,022 shares of common stock held by Blockchain Capital IV, LP and (c) 1,369,583 shares of common stock held by Blockchain Capital Parallel IV, LP (Blockchain Capital III Digital Liquid Venture Fund, LP, Blockchain Capital IV, LP and Blockchain Capital Parallel IV, LP, collectively the "Blockchain Capital Funds"). The general partner of each of the Blockchain Capital Funds is BC III DLVF GP, LLC or Blockchain Capital IV GP, LLC, as applicable (the "Blockchain GP Entities"). The managing member of each Blockchain GP Entity is Blockchain Capital, LLC. Blockchain Capital, LLC is jointly managed by Brad Stephens and P. Bartlett Stephens, who share voting and dispositive power with respect to the securities held by the Blockchain Capital Funds. Accordingly, Messrs. Stephens may be deemed to have indirect voting and dispositive power over the securities held by the Blockchain Capital Funds. (2) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.

SCHEDULE 13D
CUSIP Number(s):
81517B101

1 Name of reporting person

P. Bartlett Stephens
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

9,831,423.00
9 Sole Dispositive Power

0.00
10 Shared Dispositive Power

9,831,423.00
11 Aggregate amount beneficially owned by each reporting person

9,831,423.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13 Percent of class represented by amount in Row (11)

6.0 %
14 Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:
(1) Includes: (a) 1,613,818 shares of common stock held by Blockchain Capital III Digital Liquid Venture Fund, LP, (b) 6,848,022 shares of common stock held by Blockchain Capital IV, LP and (c) 1,369,583 shares of common stock held by Blockchain Capital Parallel IV, LP (Blockchain Capital III Digital Liquid Venture Fund, LP, Blockchain Capital IV, LP and Blockchain Capital Parallel IV, LP, collectively the "Blockchain Capital Funds"). The general partner of each of the Blockchain Capital Funds is BC III DLVF GP, LLC or Blockchain Capital IV GP, LLC, as applicable (the "Blockchain GP Entities"). The managing member of each Blockchain GP Entity is Blockchain Capital, LLC. Blockchain Capital, LLC is jointly managed by Brad Stephens and P. Bartlett Stephens, who share voting and dispositive power with respect to the securities held by the Blockchain Capital Funds. Accordingly, Messrs. Stephens may be deemed to have indirect voting and dispositive power over the securities held by the Blockchain Capital Funds. (2) Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.

SCHEDULE 13D
Item 1. Security and Issuer
(a) Title of Class of Securities:

Common Stock, par value $0.0001 per share
(b) Name of Issuer:

Securitize Corp.
(c) Address of Issuer's Principal Executive Offices:

78 SW 7TH STREET, SUITE 500, MIAMI, FLORIDA , 33130.
Item 1 Comment:
This Schedule 13D is being filed by the undersigned, pursuant to Rule 13d-1(a) under the Act, with respect to the Common Stock, par value $0.0001 per share (the "Common Stock"), of Securitize Corp. (the "Issuer"), whose principal executive offices are located at 78 SW 7th Street, Suite 500, Miami, FL 33130.
Item 2. Identity and Background
(a)
This Schedule 13D is filed jointly on behalf of Blockchain Capital III Digital Liquid Venture Fund, LP, Blockchain Capital IV, LP, Blockchain Capital Parallel IV, LP, BC III DLVF GP, LLC, Blockchain Capital IV GP, LLC, Blockchain Capital, LLC, W. Bradford ("Brad") Stephens and P. Bartlett Stephens (together, the "Reporting Persons," each a "Reporting Person"). Blockchain Capital III Digital Liquid Venture Fund, LP, Blockchain Capital IV, LP and Blockchain Capital Parallel IV, LP, are collectively referred to as the "Blockchain Capital Funds." The general partner of each of the Blockchain Capital Funds is BC III DLVF GP, LLC or Blockchain Capital IV GP, LLC, as applicable (the "Blockchain GP Entities"). The managing member of each Blockchain GP Entity is Blockchain Capital, LLC ("Blockchain Capital"). Blockchain Capital is jointly managed by Brad Stephens and P. Bartlett Stephens, who share voting and dispositive power with respect to the securities held by the Blockchain Capital Funds. Accordingly, Messrs. Stephens may be deemed to have indirect voting and dispositive power over the securities held by the Blockchain Capital Funds.
(b)
The address of the principal business office of each of the Reporting Persons is 600 Montgomery St, Fl 35, San Francisco, CA, 94111. Each of Blockchain Capital III Digital Liquid Venture Fund, LP and BC III DLVF GP, LLC is organized in the Cayman Islands, each of Blockchain Capital IV GP, LLC, Blockchain Capital IV, LP, Blockchain Capital Parallel IV, LP, Blockchain Capital IV GP, LLC and Blockchain Capital, LLC is organized in Delaware, and each individual that is a Reporting Person is a citizen of the United States of America.
(c)
The principal employment of each of Brad Stephens and P. Bartlett Stephens is co-founder and manager of Blockchain Capital.
(d)
To the best knowledge of the Reporting Persons, none of the entities or persons identified in the previous paragraphs of this Item 2 has, during the past five years, been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors), nor been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws..
(e)
The Reporting Persons have entered into an agreement of joint filing, a copy of which is attached as Exhibit D hereto.
(f)
United States of America
Item 3. Source and Amount of Funds or Other Consideration

The securities reported herein were received as consideration in connection with a Business Combination (as defined below). On July 1, 2026 (the "Closing Date"), the series of mergers (the "Business Combination") contemplated by the Business Combination Agreement, dated October 27, 2025, (the "Merger Agreement") by and among Cantor Equity Partners II, Inc. ("CEPT"), Securitize, Inc. ("Old Securitize"), the Issuer, Pinecrest Merger Sub, a wholly owned subsidiary of PubCo ("CEPT Merger Sub") and Senna Merger Sub, Inc., a wholly owned subsidiary of CEPT ("Securitize Merger Sub"), were consummated. Upon closing of the Business Combination, each share of Old Securitize preferred stock and Old Securitize common stock were converted into, and each RSU, option and warrant to acquire Old Securitize common stock was converted into the right to receive, a certain number of shares (the "Exchange Ratio") of Common Stock. The Exchange Ratio calculates to approximately 4.4439454 shares of Issuer equity per share of Old Securitize equity. In connection with closing of the Business Combination, the Reporting Persons acquired the following securities in exchange for their Old Securitize securities: (i) 1,613,818 shares of common stock held by Blockchain Capital III Digital Liquid Venture Fund, LP, (ii) 6,848,022 shares of common stock held by Blockchain Capital IV, LP and (iii) 1,369,583 shares of common stock held by Blockchain Capital Parallel IV, LP.
Item 4. Purpose of Transaction

The response to Item 3 of this Schedule 13D is incorporated by reference herein. The Reporting Persons acquired the securities described in Schedule 13D in connection with the closing of the Business Combination and intend to review their investment on a continuing basis. In his capacity as a director of the Issuer, Brad Stephens may have influence over the corporate activities of the Issuer, including activities which may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. Subject to the agreements described herein and applicable legal requirements, the Reporting Persons may purchase additional securities, or dispose of all or a portion of their securities, of the Issuer from time to time in open market or private transactions, depending on his evaluation of the Issuer's business, prospects and financial condition, the market for the Issuer's securities, other developments concerning the Issuer, and general economic, money market and stock market conditions. In addition, the Reporting Persons may engage in discussions with members of management, the Board, and other securityholders of the Issuer and other relevant parties regarding, among other things, the Issuer's business, operations, governance or control. Other than as described herein, the Reporting Persons do not have any plan or proposal relating to or that would result in any of the events or matters described in part (a) through (j) of Item 4 of the Statement on Schedule 13D, although, subject to the agreements described herein and applicable legal requirements, the Reporting Person may, at any time and from time to time, participate in discussions concerning, formulate or review plans or proposals that may result in one or more of the actions described in clauses (a) through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
(a)
The information contained on the cover pages to this Schedule 13D is incorporated herein by reference. (a),(b) The responses of each Reporting Person to Rows (7) through (13) of the cover pages of this Schedule 13D are hereby incorporated by reference in this Item 5. The general partner of each of the Blockchain Capital Funds is BC III DLVF GP, LLC or Blockchain Capital IV GP, LLC, as applicable (the "Blockchain GP Entities"). The managing member of each Blockchain GP Entity is Blockchain Capital, LLC ("Blockchain Capital"). Blockchain Capital is jointly managed by Brad Stephens and P. Bartlett Stephens, who share voting and dispositive power with respect to the securities held by the Blockchain Capital Funds. Accordingly, Messrs. Stephens may be deemed to have indirect voting and dispositive power over the securities held by the Blockchain Capital Funds. (c) Each of the Reporting Persons reports that neither it, nor to its knowledge, any person named in Item 2 of this Schedule 13D, has effected any transactions in Common Stock during the past 60 days, except as disclosed herein. (d) No one other than the Reporting Persons has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, any of the securities of the Issuer beneficially owned by the Reporting Persons as described in Item 5. (e) This Item 5(e) is not applicable.
(b)
9,831,423
(c)
Each of the Reporting Persons reports that neither it, nor to its knowledge, any person named in Item 2 of this Schedule 13D, has effected any transactions in Common Stock during the past 60 days, except as disclosed herein. xxx
(d)
Includes: (a) 1,613,818 shares of common stock held by Blockchain Capital III Digital Liquid Venture Fund, LP, (b) 6,848,022 shares of common stock held by Blockchain Capital IV, LP and (c) 1,369,583 shares of common stock held by Blockchain Capital Parallel IV, LP (Blockchain Capital III Digital Liquid Venture Fund, LP, Blockchain Capital IV, LP and Blockchain Capital Parallel IV, LP, collectively the "Blockchain Capital Funds"). The general partner of each of the Blockchain Capital Funds is BC III DLVF GP, LLC or Blockchain Capital IV GP, LLC, as applicable (the "Blockchain GP Entities"). The managing member of each Blockchain GP Entity is Blockchain Capital, LLC. Blockchain Capital, LLC is jointly managed by Brad Stephens and P. Bartlett Stephens, who share voting and dispositive power with respect to the securities held by the Blockchain Capital Funds. Accordingly, Messrs. Stephens may be deemed to have indirect voting and dispositive power over the securities held by the Blockchain Capital Funds.
(e)
Percentage is calculated based on 163,218,683 shares of Common Stock deemed to be outstanding as of July 1, 2026, as reported on the Issuer's Current Report on Form 8-K, filed on July 8, 2026.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

The responses to Item 3 and Item 4 of this Schedule 13D are incorporated by reference herein. Support Agreement Certain Old Securitize shareholders, including the Reporting Persons (collectively, the "Support Parties"), entered into a shareholder support agreement with CEPT, the Issuer and Old Securitize (the "Shareholder Support Agreement"), pursuant to which the Support Parties agreed to vote all of their Old Securitize equity interests in favor of the Merger Agreement and the transactions contemplated thereby and to take certain other actions in support of the Business Combination. Lock-up Agreement Contemporaneously with the Closing, the certain Old Securitize holders, including the Reporting Persons (the "Lock-Up Parties"), entered into Lock-Up Agreements with Issuer, pursuant to which such parties agreed that the shares of the Issuer received by them in connection with the Business Combination and any other securities convertible into or exercisable or exchangeable for Common Stock held by them immediately after the Closing (the "Restricted Securities"), will be locked-up and subject to transfer restrictions subject to certain exceptions. The Restricted Securities will be locked up until the date that is 180 days from the Closing Date, and provides that one-third of the Restricted Securities will be subject to early-release in the event the VWAP of the Common Stock exceeds $15.00, $17.50 and $20.00, in each case for at least 20 out of 30 consecutive trading days commencing 90 days after the Closing. The Lock-Up Agreements include customary exceptions to the transfer restrictions, including transfers to affiliates, family members, charitable organizations, and in connection with certain tax or estate planning transactions, provided that the transferee agrees to be bound by the same restrictions for the remainder of the lock-up period. On July 8, 2026, Issuer and Cantor EP Holdings II, LLC entered into an addendum to the Lock-Up Agreements to clarify that the restrictions do not apply to shares of Common Stock held by Lock-Up Parties as a result of them purchasing CEPT Class A Ordinary Shares in the open market or in the PIPE financing prior to the consummation of the Business Combination whereby such shares were exchanged for shares of Common Stock. The terms of the Lock-Up Agreements otherwise remain unchanged and continue to apply in full force and effect. Restated Registration Rights Agreement On the Closing Date, in connection with the consummation of the Business Combination and as contemplated by the Merger Agreement, the Issuer and CEPT entered into the Amended and Restated Registration Rights Agreement (the "Restated Registration Rights Agreement") with Cantor EP Holdings II, LLC and certain other shareholders, including the Reporting Persons (collectively, the "RRA Parties"), pursuant to which the RRA Parties are entitled to registration rights in respect of certain shares of Common Stock and certain other equity securities of the Issuer that are held by the RRA Parties from time to time. The Registration Rights Agreement provides that the Issuer will as soon as practicable but no later than 30 calendar days following the consummation of the Business Combination file with the SEC a shelf registration statement pursuant to Rule 415 under the Securities Act of 1933 registering the resale of certain shares of Common Stock and certain other equity securities of the Issuer held by the RRA Parties and will use its commercially reasonably efforts to have such shelf registration statement declared effective as soon as practicable after the filing thereof, but no later than the earlier of (x) the 90th calendar day following the filing date if the SEC notifies the Issuer that it will "review" such shelf registration statement and (y) the 3rd business day after the date the Issuer is notified in writing by the SEC that such shelf registration statement will not be "reviewed" or will not be subject to further review. The RRA Parties will be entitled to make demand registrations in connection with an underwritten shelf takedown offering, in each case subject to certain offering thresholds, applicable lock-up restrictions and certain other conditions. In addition, the RRA Parties have certain "piggy-back" registration rights. The Registration Rights Agreement includes customary indemnification and confidentiality provisions. The Issuer will bear the expenses incurred in connection with the filing of any registration statements filed pursuant to the terms of the Registration Rights Agreement. The foregoing summaries of the Shareholder Support Agreement, the Lock-Up Agreements and Restated Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to the full text or form of such agreements, each of which is filed as an exhibit to this Schedule 13D and is incorporated herein by reference.
Item 7. Material to be Filed as Exhibits.

Exhibit A: Shareholder Support Agreement (incorporated by reference to Annex I of the Form S-4/A (File No. 333-293022), filed by the Issuer with the SEC on January 28, 2026) Exhibit B: Form of Lock-Up Agreement (incorporated by reference to Annex G of the Form S-4/A (File No. 333-293022), filed by the Issuer with the SEC on January 28, 2026) Exhibit C: Form of Amended and Restated Registration Rights Agreement (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-4/A (File No. 333-293022), filed by the Issuer with the SEC on January 28, 2026) Exhibit D: Joint Filing Agreement by and among the Reporting Persons.

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.

Blockchain Capital III Digital Liquid Venture Fund, LP

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens, Managing Partner of Blockchain Capital, LLC
Date: 07/09/2026

BC III DLVF GP, LLC

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens, Managing Partner of Blockchain Capital, LLC
Date: 07/09/2026

Blockchain Capital IV, LP

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens, Managing Partner of Blockchain Capital, LLC
Date: 07/09/2026

Blockchain Capital Parallel IV, LP

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens, Managing Partner of Blockchain Capital, LLC
Date: 07/09/2026

Blockchain Capital IV GP, LLC

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens, Managing Partner of Blockchain Capital, LLC
Date: 07/09/2026

Blockchain Capital, LLC

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens, Managing Partner
Date: 07/09/2026

W. Bradford Stephens

Signature: /s/ W. Bradford Stephens
Name/Title: W. Bradford Stephens
Date: 07/09/2026

P. Bartlett Stephens

Signature: /s/ P. Bartlett Stephens
Name/Title: P. Bartlett Stephens
Date: 07/09/2026

Source: View Original Filing on SEC EDGAR