[SCHEDULE 13G] Vine Hill Capital Investment Corp. Passive Investment Disclosure (>5%)
Highbridge reports 6.2% stake in Vine Hill Capital
Highbridge Capital Management, LLC filed a Schedule 13G disclosing a significant passive stake in Vine Hill Capital Investment Corp. Highbridge reports beneficial ownership of 1,373,824 Class A ordinary shares, representing 6.2% of the class.
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Highbridge Capital Management, LLC filed a Schedule 13G disclosing a significant passive stake in Vine Hill Capital Investment Corp. Highbridge reports beneficial ownership of 1,373,824 Class A ordinary shares, representing 6.2% of the class.
The percentage is based on 22,000,000 Class A ordinary shares outstanding as of November 12, 2025, as cited from the company’s Form 10-Q. Highbridge is an investment adviser to certain funds that directly hold the shares and states the position is held in the ordinary course of business, not to change or influence control of the issuer.
FAQ
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What did Highbridge disclose in its Schedule 13G for VCIC?
Highbridge Capital Management, LLC disclosed a 6.2% stake in Vine Hill Capital Investment Corp. It reported beneficial ownership of 1,373,824 Class A ordinary shares held through funds it advises, characterizing the position as a passive, ordinary-course investment.
How many Vine Hill Capital (VCIC) shares does Highbridge beneficially own?
Highbridge reports beneficial ownership of 1,373,824 Class A ordinary shares of Vine Hill Capital Investment Corp. These shares are directly held by certain Highbridge-managed funds, with Highbridge listed as having sole voting and dispositive power over the reported amount.
What percentage of Vine Hill Capital (VCIC) does Highbridge’s stake represent?
Highbridge’s reported holdings represent 6.2% of Vine Hill Capital’s Class A ordinary shares. This percentage is calculated using 22,000,000 shares outstanding as of November 12, 2025, as disclosed in the issuer’s Form 10-Q for the quarter ended September 30, 2025.
Is Highbridge’s investment in Vine Hill Capital (VCIC) considered passive or active?
Highbridge characterizes its Vine Hill Capital holdings as a passive investment. It certifies the securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of the issuer, consistent with a Schedule 13G filing.
Which Highbridge fund holds more than 5% of Vine Hill Capital (VCIC)?
Highbridge Tactical Credit Master Fund, L.P. is identified as holding more than 5% of VCIC’s Class A ordinary shares. The fund has the right to receive or direct the receipt of dividends or sale proceeds related to its portion of the reported holdings.
Who signed the Schedule 13G related to Vine Hill Capital (VCIC)?
The Schedule 13G was signed by Kirk Rule, Executive Director at Highbridge Capital Management, LLC. The signature certifies that, after reasonable inquiry, the information in the statement is true, complete, and correct as of the stated date.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Vine Hill Capital Investment Corp.
(Name of Issuer)
Class A Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
G93Y09107
(CUSIP Number)
12/31/2025
(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.
G93Y09107
1
Names of Reporting Persons
Highbridge Capital Management, 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
1,373,824.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,373,824.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,373,824.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Vine Hill Capital Investment Corp.
(b)
Address of issuer's principal executive offices:
500 E. Broward Blvd., Suite 900, Fort Lauderdale, FL 33394
Item 2.
(a)
Name of person filing:
This statement is filed by Highbridge Capital Management, LLC ("Highbridge" or the "Reporting Person"), a Delaware limited liability company and the investment adviser to certain funds and accounts (the "Highbridge Funds"), with respect to the Class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares"), of Vine Hill Capital Investment Corp., a Cayman Islands exempted company (the "Issuer"), directly held by the Highbridge Funds.
The filing of this statement should not be construed as an admission that any of the foregoing persons or the Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of the Reporting Person is 390 Madison Avenue, 28th Floor, New York, NY 10017.
(c)
Citizenship:
Highbridge is a Delaware limited liability company.
(d)
Title of class of securities:
Class A Ordinary Shares, par value $0.0001 per share
(e)
CUSIP No.:
G93Y09107
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:
The information required by Item 4(a) is set forth in Row 9 of the cover page for the Reporting Person and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 22,000,000 Class A Ordinary Shares outstanding as of November 12, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the Securities and Exchange Commission on November 13, 2025.
(b)
Percent of class:
6.2%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for the Reporting Person and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for the Reporting Person and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for the Reporting Person and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for the Reporting Person and is incorporated herein by reference.
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Highbridge Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Ordinary Shares reported herein. Highbridge Tactical Credit Master Fund, L.P., a Highbridge Fund, has the right to receive or the power to direct the receipt of dividends or the proceeds from the sale of more than 5% of the outstanding Class A Ordinary Shares.
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 acquired and are held in the ordinary course of business and 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.
