Tavia Acquisition gains Fog Cutter as new sponsor

Tavia Sponsor retained approximately 17.1% of TAVI's outstanding ordinary shares after the sponsor handover.

Rhea-AI Filing Summary

Tavia Acquisition Corp. reported that Fog Cutter Holdings LLC agreed to purchase 2,243,333 ordinary shares and 249,107 private placement units from Tavia Sponsor Pte. Ltd. under an agreement dated September 29, 2026. The transaction closed October 1, 2026, and Fog Cutter became the issuer’s sponsor. Each unit consists of one ordinary share and one right to receive one-tenth of an ordinary share upon completion of Tavia’s initial business combination. Tavia Sponsor retained 1,500,000 ordinary shares, approximately 17.1% of outstanding shares; those shares are also attributed indirectly to its controlling shareholder, Kanat Mynzhanov, who disclaims beneficial ownership except to the extent of his pecuniary interest. The ownership percentage uses 8,753,608 ordinary shares outstanding as of August 12, 2026.

Key Figures

Ordinary shares acquired: 2,243,333 shares Private placement units acquired: 249,107 units Ordinary shares retained: 1,500,000 shares +2 more

5 metrics

Ordinary shares acquired 2,243,333 shares Fog Cutter Holdings LLC agreed to purchase these from Tavia Sponsor Pte. Ltd.

Private placement units acquired 249,107 units Fog Cutter Holdings LLC agreed to purchase these from Tavia Sponsor Pte. Ltd.

Ordinary shares retained 1,500,000 shares Held directly by Tavia Sponsor Pte. Ltd. after the transaction.

Reported ownership Approximately 17.1% Tavia Sponsor’s retained ordinary shares as a percentage of the class.

Ordinary shares outstanding 8,753,608 shares As of August 12, 2026; used to calculate the reported ownership percentage.

Key Terms

private placement units, beneficially owned, sole voting power, sole dispositive power, +1 more

5 terms

private placement units financial

"249,107 private placement units of the Issuer"

beneficially owned financial

"Amount beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole voting power regulatory

"Sole power to vote or to direct the vote"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power regulatory

"Sole power to dispose or to direct the disposition"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many TAVI shares and units did Fog Cutter Holdings acquire?

Fog Cutter Holdings LLC agreed to purchase 2,243,333 ordinary shares and 249,107 private placement units from Tavia Sponsor Pte. Ltd.; the transaction closed October 1, 2026. Each unit contains one ordinary share and one right to receive one-tenth of an ordinary share upon completion of Tavia’s initial business combination.

How many TAVI shares did Tavia Sponsor retain after the handover?

Tavia Sponsor Pte. Ltd. retained 1,500,000 ordinary shares, reported as approximately 17.1% of outstanding shares. The percentage was calculated using 8,753,608 ordinary shares outstanding as of August 12, 2026; the retained shares are also attributed indirectly to Kanat Mynzhanov as the sponsor’s controlling shareholder.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/23/2026 - 04:30 PM EDT Accepted by SEC EDGAR 10/23/2026 - 04:30 PM EDT 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)

Tavia Acquisition Corp.

(Name of Issuer)

Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)

G86880104

(CUSIP Number)

10/01/2026

(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): G86880104

1

Names of Reporting Persons

Tavia Sponsor Pte. Ltd.

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

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,500,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,500,000.00
8	Shared Dispositive Power 0.00

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)

17.1 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): G86880104

1

Names of Reporting Persons

Kanat Mynzhanov

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 KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,500,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,500,000.00
8	Shared Dispositive Power 0.00

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)

17.1 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Tavia Acquisition Corp.
(b)	Address of issuer's principal executive offices: 850 Library Avenue, Suite 204, Newark, DE 19711
Item 2.
(a)	Name of person filing: This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"): (i) Tavia Sponsor Pte. Ltd. (ii) Kanat Mynzhanov
(b)	Address or principal business office or, if none, residence: The principal business address of each of the Reporting Persons is 850 Library Avenue, Suite 204, Newark, DE 19711.
(c)	Citizenship: Tavia Sponsor Pte. Ltd. is an exempt private company limited by shares incorporated in Singapore. Kanat Mynzhanov is a citizen of the United Kingdom.
(d)	Title of class of securities: Ordinary Shares, par value $0.0001 per share
(e)	CUSIP No.: G86880104
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Items 4(a) - (c) is set forth in Rows (5) - (11) of the cover page for each Reporting Person and is incorporated herein by reference for each Reporting Person. On September 29, 2026, Fog Cutter Holdings LLC, a Delaware limited liability company (the "New Sponsor"), the Issuer and Tavia Sponsor Pte. Ltd., a Singapore company (the "Sponsor"), entered into a Purchase and Sponsor Handover Agreement (the "Purchase Agreement"), pursuant to which the New Sponsor agreed to purchase from the Sponsor an aggregate of (i) 2,243,333 ordinary shares, par value $0.0001 per share, of the Issuer ("Ordinary Shares") and (ii) 249,107 private placement units of the Issuer, each consisting of one Ordinary Share and one right entitling the holder thereof to receive one-tenth (1/10) of one Ordinary Share upon the completion of the Issuer's initial business combination, and further agreed to assume certain responsibilities of the Sponsor with respect to the Issuer, as a result of which the New Sponsor would become the sponsor of the Issuer (the "Transaction"). The Purchase Agreement and the Transaction were approved by the Board of Directors of the Issuer on September 29, 2026. On October 1, 2026, the closing of the Transaction occurred and the New Sponsor became the sponsor of the Issuer, in each case as more fully described in the Issuer's Current Report on Form 8-K (File No. 001-42430) filed with the U.S. Securities and Exchange Commission (the "SEC") on October 2, 2026. Following the Transaction, the Sponsor continues to hold 1,500,000 Ordinary Shares (the "Retained Shares"), representing approximately 17.1% of the outstanding Ordinary Shares. The Retained Shares are held directly by the Sponsor and indirectly by Kanat Mynzhanov as the controlling shareholder of the Sponsor. Mr. Mynzhanov disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The aggregate percentage of Ordinary Shares beneficially owned by each of the Reporting Persons is calculated based upon 8,753,608 Ordinary Shares outstanding as of August 12, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q (File No. 001-42430) filed with the SEC on August 12, 2026.
(b)	Percent of class: 17.1%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1,500,000.00
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 1,500,000.00
	(iv) Shared power to dispose or to direct the disposition of: 0
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.
	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:
	Not Applicable

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.

Tavia Sponsor Pte. Ltd.

Signature:	/s/ Jason T. Simon
Name/Title:	Jason T. Simon, Attorney-in-Fact*
Date:	10/23/2026

Kanat Mynzhanov

Signature:	/s/ Jason T. Simon
Name/Title:	Jason T. Simon, Attorney-in-Fact*
Date:	10/23/2026

Comments accompanying signature: * The Powers of Attorney given by each of the Reporting Persons were previously filed as Exhibits 24.1 to the Form 3s filed by the Reporting Persons with the SEC on December 3, 2024, respectively, and are herein incorporated by reference.

Exhibit Information

Exhibit 1 Joint Filing Agreement (incorporated by reference to Exhibit 1 to the Schedule 13G filed by the Reporting Persons with the SEC on April 22, 2025).