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[SCHEDULE 13D/A] Solidion Technology Inc. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary

Amendment No. 2 to Schedule 13D reports that Global Graphene Group, Inc. beneficially owns 1,306,013 shares of Solidion Technology Inc. common stock, representing 47.1% of the 2,774,305 shares outstanding used for the calculation. The filing amends prior Schedule 13D disclosures and confirms the issuer's principal executive office address in Dallas, Texas. The reporting person disclosed three open-market Rule 144 sales on September 10-12, 2025 totaling 34,000 shares (23,468 at $5.3828; 6,532 at $5.25; 4,000 at $5.665). No other persons are reported to have the right to receive dividends or sale proceeds for the reported shares. The statement is signed by Robert Crouch, Vice President of Legal Affairs, for Global Graphene Group.

Positive
  • Material disclosure of beneficial ownership: Reporting person declares ownership of 1,306,013 shares (47.1%).
  • Transparent transaction reporting: Recent open-market sales (Rule 144) are disclosed with share counts and prices.
  • No third-party dividend/proceeds rights: Reporting person states no other party has rights to dividends or proceeds for the reported shares.
Negative
  • Reduction in stake: Reporting person sold 34,000 shares on September 10-12, 2025, modestly reducing ownership.
  • Concentrated ownership: Near-majority position (47.1%) may raise governance and minority shareholder concern absent further disclosures.

Insights

TL;DR A single holder reports near-majority ownership (47.1%), with small Rule 144 disposals reducing stake modestly.

The reported 47.1% beneficial ownership is material because it approaches a controlling stake and may affect voting outcomes and corporate control dynamics. The sales on September 10-12, 2025 total 34,000 shares, disclosed with per-share prices, and appear to be compliant open-market transactions under Rule 144. The filing does not disclose any arrangements that transfer voting or dispositive power to third parties, and the reporting person states no other party has rights to dividends or proceeds. For investors, the key facts are concentrated ownership and transparent disclosure of recent limited sales; no other financial metrics or forward-looking plans are included.

TL;DR Near-majority stake reported; governance implications are material but the filing contains no new voting agreements or control actions.

The disclosure that Global Graphene Group beneficially holds 47.1% is significant from a governance perspective because it gives the reporting person substantial influence over shareholder votes. The Amendment clarifies ownership and transaction history but does not identify any voting arrangements, management changes, or plans to acquire additional shares. The publicly reported open-market sales are limited and documented. Absent additional agreements or nominations disclosed here, the filing informs stakeholders of concentrated ownership without announcing coordination or control transactions.






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).






SCHEDULE 13D




Comment for Type of Reporting Person:
Row 13: This calculation is based on 2,774,305 shares of Common Stock outstanding as of August 13, 2025 (as reported by the Issuer in its Quarterly Report on Form 10-Q filed on August 19, 2025 (the "2025Q2 Quarterly Report")).


SCHEDULE 13D


Global Graphene Group, Inc.
Signature:/s/ Robert Crouch
Name/Title:Robert Crouch/Vice President of Legal Affairs
Date:09/12/2025

FAQ

What percentage of Solidion Technology Inc. (STI) does Global Graphene Group own?

Global Graphene Group beneficially owns 1,306,013 shares, representing 47.1% of the reported 2,774,305 shares outstanding used for the calculation.

Did the reporting person sell any STI shares recently?

Yes. The filing discloses three open-market Rule 144 sales totaling 34,000 shares: 23,468 at $5.3828, 6,532 at $5.25, and 4,000 at $5.665 on September 10-12, 2025.

Is there any disclosure of voting agreements or third-party control over the shares?

No. The filing states that to the best knowledge of the reporting person, no other person has the right to receive dividends or proceeds from the shares reported.

What document is this and which amendment is it?

This is Amendment No. 2 to Schedule 13D relating to Solidion Technology Inc. common stock.

Who signed the filing on behalf of Global Graphene Group?

The filing is signed by Robert Crouch, Vice President of Legal Affairs, on behalf of Global Graphene Group, Inc.
Solidion Tech

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