Citadel-related entities and Kenneth Griffin reported joint beneficial ownership of Safe Pro Group Inc. (SPAI) shares. Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC each report shared voting and dispositive power over 1,500,000 shares, representing 7.9% of the outstanding class based on 18,918,352 shares. Citadel Securities entities report beneficial ownership of 1,713 shares. Mr. Kenneth Griffin is reported with shared beneficial ownership of 1,501,713 shares (7.9%). The filing states these holdings were not acquired to change or influence control of the issuer.
Positive
Citadel-linked entities disclosed a material minority stake (1,500,000 shares), equal to 7.9% of SPAI, improving market transparency
Negative
None.
Insights
TL;DR: Citadel affiliates disclose a meaningful minority stake (7.9%) in Safe Pro Group; disclosure increases transparency but shows no intent to alter control.
The Schedule 13G reports 1.5 million shares held beneficially by Citadel-managed vehicles, equal to 7.9% of an 18.92 million share base that includes recent secondary issuance and convertible warrants. For investors, a >5% stake from a large market participant is material because it can affect liquidity and signal institutional interest, but the certification that shares were not acquired to influence control suggests a passive intent under the filing rule. No financial performance data or transactional terms are provided in this statement.
TL;DR: Large passive stake disclosed; governance impact appears limited because filers deny control intent.
The joint filing structure identifies multiple Citadel entities and Kenneth Griffin as connected reporting persons, clarifies voting and dispositive powers are shared, and includes a certification that the holdings are not for control. This preserves Safe Pro Group's governance status quo while creating a prominent disclosed shareholder. The filing also documents the share count basis (including a secondary offering and warrants), which is important for accurately sizing the stake.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Safe Pro Group Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share (the "Shares")
(Title of Class of Securities)
78642D101
(CUSIP Number)
08/21/2025
(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.
78642D101
1
Names of Reporting Persons
Citadel Advisors LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,500,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,500,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,500,000.00
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)
7.9 %
12
Type of Reporting Person (See Instructions)
IA, HC, OO
Comment for Type of Reporting Person: The percentages reported in this Schedule 13G are based upon 18,918,352 Shares outstanding comprised of (i) 16,168,352 Shares outstanding as of August 15, 2025 (according to the issuer's Form 10-Q as filed with the Securities and Exchange Commission on August 14, 2025), (ii) 2,000,000 Shares issued in a secondary offering on August 21, 2025 (according to the issuer's 8-K as with the Securities and Exchange Commission on August 22, 2025), and (iii) 750,000 Shares issuable upon conversion of certain warrants held by affiliates of the reporting persons. Except as described in the preceding sentence, all Shares for the holdings of the reporting persons reported in this Schedule 13G are as of the opening of the market on August 28, 2025.
SCHEDULE 13G
CUSIP No.
78642D101
1
Names of Reporting Persons
Citadel Advisors Holdings LP
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,500,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,500,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,500,000.00
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)
7.9 %
12
Type of Reporting Person (See Instructions)
HC, PN
SCHEDULE 13G
CUSIP No.
78642D101
1
Names of Reporting Persons
Citadel GP LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,500,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,500,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,500,000.00
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)
7.9 %
12
Type of Reporting Person (See Instructions)
HC, OO
SCHEDULE 13G
CUSIP No.
78642D101
1
Names of Reporting Persons
Citadel Securities LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,713.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,713.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,713.00
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)
0.0 %
12
Type of Reporting Person (See Instructions)
BD, OO
SCHEDULE 13G
CUSIP No.
78642D101
1
Names of Reporting Persons
Citadel Securities Group LP
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,713.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,713.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,713.00
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)
0.0 %
12
Type of Reporting Person (See Instructions)
HC, PN
SCHEDULE 13G
CUSIP No.
78642D101
1
Names of Reporting Persons
Citadel Securities GP LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,713.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,713.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,713.00
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)
0.0 %
12
Type of Reporting Person (See Instructions)
HC, OO
SCHEDULE 13G
CUSIP No.
78642D101
1
Names of Reporting Persons
Kenneth Griffin
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
0.00
6
Shared Voting Power
1,501,713.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,501,713.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,501,713.00
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)
7.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Safe Pro Group Inc.
(b)
Address of issuer's principal executive offices:
18305 Biscayne Blvd., Suite 222, Aventura, FL, 33160
Item 2.
(a)
Name of person filing:
This Schedule 13G is being jointly filed by Citadel Advisors LLC ("Citadel Advisors"), Citadel Advisors Holdings LP ("CAH"), Citadel GP LLC ("CGP"), Citadel Securities LLC ("Citadel Securities"), Citadel Securities Group LP ("CALC4"), Citadel Securities GP LLC ("CSGP") and Mr. Kenneth Griffin (collectively with Citadel Advisors, CAH, CGP, Citadel Securities, CALC4 and CSGP, the "Reporting Persons") with respect to the Shares of the above-named issuer owned by Citadel CEMF Investments Ltd., a Cayman Islands limited company ("CCIL"), and Citadel Securities. Such owned Shares may include other instruments exercisable for or convertible into Shares.
Citadel Advisors is the portfolio manager for CCIL. CAH is the sole member of Citadel Advisors. CGP is the general partner of CAH. CALC4 is the non-member manager of Citadel Securities. CSGP is the general partner of CALC4. Mr. Griffin is the President and Chief Executive Officer of CGP, and owns a controlling interest in CGP and CSGP.
The filing of this statement shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any securities covered by the statement other than the securities actually owned by such person (if any).
(b)
Address or principal business office or, if none, residence:
The address of each of the Reporting Persons is 830 Brickell Plaza, Miami, Florida 33131.
(c)
Citizenship:
Each of Citadel Advisors, CGP, Citadel Securities and CSGP is organized as a limited liability company under the laws of the State of Delaware. Each of CALC4 and CAH is organized as a limited partnership under the laws of the State of Delaware. Mr. Griffin is a U.S. citizen.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share (the "Shares")
(e)
CUSIP No.:
78642D101
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:
1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed to beneficially own 1,500,000 Shares.
2. Citadel Securities LLC may be deemed to beneficially own 1,713 Shares.
3. Each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially own 1,713 Shares.
4. Mr. Griffin may be deemed to beneficially own 1,501,713 Shares.
(b)
Percent of class:
1. The number of Shares that each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed to beneficially own constitutes 7.9% of the Shares outstanding.
2. The number of Shares that Citadel Securities LLC may be deemed to beneficially own constitutes 0.0% of the Shares outstanding.
3. The number of Shares that each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially own constitutes 0.0% of the Shares outstanding.
4. The number of Shares that Mr. Griffin may be deemed to beneficially own constitutes 7.9% of the Shares outstanding.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 0
2. Citadel Securities LLC: 0
3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 0
4. Mr. Griffin: 0
(ii) Shared power to vote or to direct the vote:
1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 1,500,000
2. Citadel Securities LLC: 1,713
3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 1,713
4. Mr. Griffin: 1,501,713
(iii) Sole power to dispose or to direct the disposition of:
1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 0
2. Citadel Securities LLC: 0
3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 0
4. Mr. Griffin: 0
(iv) Shared power to dispose or to direct the disposition of:
1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 1,500,000
2. Citadel Securities LLC: 1,713
3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 1,713
4. Mr. Griffin: 1,501,713
Item 5.
Ownership of 5 Percent or Less of a Class.
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.
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:
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.
Citadel Advisors LLC
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, Authorized Signatory
Date:
08/28/2025
Citadel Advisors Holdings LP
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, Authorized Signatory
Date:
08/28/2025
Citadel GP LLC
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, Authorized Signatory
Date:
08/28/2025
Citadel Securities LLC
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, Authorized Signatory
Date:
08/28/2025
Citadel Securities Group LP
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, Authorized Signatory
Date:
08/28/2025
Citadel Securities GP LLC
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, Authorized Signatory
Date:
08/28/2025
Kenneth Griffin
Signature:
/s/ Seth Levy
Name/Title:
Seth Levy, attorney-in-fact*
Date:
08/28/2025
Comments accompanying signature: * Seth Levy is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission, and hereby incorporated by reference herein. The power of attorney was filed as an attachment to a filing by Citadel Advisors LLC on Schedule 13G for Allakos Inc. on October 13, 2023.
How many Safe Pro Group (SPAI) shares do Citadel entities report owning?
The filing reports Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC each with shared beneficial ownership of 1,500,000 shares; Citadel Securities entities report 1,713 shares.
What percentage of SPAI does the reported stake represent?
The reported 1,500,000-share position represents 7.9% of the class based on an 18,918,352 share count stated in the filing.
Does the filing indicate an intent to influence control of Safe Pro Group?
No. The certification states the securities were not acquired and are not held for the purpose of changing or influencing control of the issuer.
What basis did the filers use to calculate the percent of class?
The percent is based on 18,918,352 Shares outstanding, which includes 16,168,352 reported as of Aug 15, 2025, 2,000,000 from a secondary offering on Aug 21, 2025, and 750,000 issuable upon conversion of warrants.
Who signed the Schedule 13G on behalf of the reporting persons?
Seth Levy signed as Authorized Signatory for the Citadel entities and as attorney-in-fact for Kenneth Griffin, dated 08/28/2025.
