Yorkville: Tenor group reports 6.5% stake (1.5M)

Rhea-AI Filing Summary

Yorkville International Capital Corp. ownership disclosure: Tenor Opportunity Master Fund, Ltd., Tenor Capital Management Company, L.P. and Robin Shah report shared beneficial ownership of 1,500,000 shares representing 6.5% of the Class A Ordinary Shares (reported as Units). The filing states there were 23,000,000 Units issued and outstanding as of June 17, 2026. The Units comprise one Class A ordinary share and one‑third of a redeemable warrant; the Units are held by the Master Fund, Tenor Capital is investment manager, and Robin Shah is managing member of the general partner.

The Reporting Persons disclaim beneficial ownership except to the extent of their pecuniary interest and state shared voting and dispositive power over the reported Units.

Insights

Institutional Ownership Analyst

Large passive stake disclosed by Tenor group; position equals 6.5% of outstanding Units.

The filing lists 1,500,000 shares and a 6.5% ownership figure calculated from 23,000,000 Units outstanding as of June 17, 2026. The Units combine ordinary shares and one‑third redeemable warrants, which affects the economic and voting profile of the position.

Future trading or disclosures by the Reporting Persons would determine actual market activity; the filing describes shared voting/dispositive power via manager/general partner relationships rather than sole ownership.

Corporate Governance Specialist

Disclosure emphasizes shared control and a disclaimer of full beneficial ownership.

The report explains Tenor Capital acts as investment manager and Robin Shah is managing member of the general partner; it states the Reporting Persons "may be deemed to have shared voting and dispositive power" and disclaim beneficial ownership except for pecuniary interest.

That structure signals agency control rather than direct sole ownership; beneficiaries and voting arrangements are the key items for governance review and shareholder engagement.

Key Figures

Units outstanding: 23,000,000 Units Shared holdings: 1,500,000 shares Percent of class: 6.5% +2 more

5 metrics

Units outstanding 23,000,000 Units as of June 17, 2026

Shared holdings 1,500,000 shares reported by Tenor group

Percent of class 6.5% calculated from 23,000,000 Units

CUSIP G98665121 Class A ordinary shares

Unit composition 1 share + 1/3 warrant each Unit consists of one Class A share and one‑third of a redeemable warrant

Key Terms

Units, redeemable warrant, shared voting power

3 terms

Units financial

"The Units are held by Tenor Opportunity Master Fund, Ltd."

Units are bundled securities sold as one package in a financing—commonly a share paired with an instrument that gives the holder the right to buy more shares later. For investors this matters because a unit’s extra component can change future supply of shares and potential returns, similar to buying a combo with a coupon that can be redeemed later and alter what you actually receive and what others might own.

redeemable warrant financial

"each Unit consists of one Class A ordinary share and one‑third of one redeemable warrant"

A redeemable warrant is a financial tool that gives its holder the right to buy shares of a company at a fixed price within a certain period. If the holder chooses to do so, the company can buy back or cancel the warrant before it expires, often to encourage investment or manage share issuance. For investors, it provides an option to potentially buy shares at a favorable price while offering some flexibility for the issuing company.

shared voting power regulatory

"may be deemed to have shared voting and dispositive power with respect to the Shares"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

FAQ

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

What stake does Tenor report in Yorkville (YICCU)?

Tenor reports a shared position of 1,500,000 shares, equal to 6.5% of the Class A Ordinary Shares, based on 23,000,000 Units outstanding as of June 17, 2026.

How are the reported Units structured?

Each Unit consists of one Class A ordinary share and one‑third of one redeemable warrant, as described in the issuer's Form 8‑K filed June 18, 2026.

Who holds voting and dispositive power over the reported Units?

The filing states the Reporting Persons have shared voting and dispositive power over the Units; Tenor Capital is investment manager and Robin Shah is managing member of the general partner.

Do the Reporting Persons claim full beneficial ownership?

No. Each Reporting Person expressly disclaims beneficial ownership

What outstanding count was used to calculate the 6.5% figure?

The percentages are calculated using the issuer's statement that there were 23,000,000 Units issued and outstanding as of June 17, 2026.

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

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Accepted by SEC EDGAR 06/23/2026 - 05:20 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Yorkville International Capital Corp.

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G98665121

(CUSIP Number)

06/16/2026

(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): G98665121

1

Names of Reporting Persons

Tenor Capital Management Company, L.P.

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)

6.5 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP Number(s): G98665121

1

Names of Reporting Persons

Tenor Opportunity Master Fund, 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

CAYMAN ISLANDS

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)

6.5 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

CUSIP Number(s): G98665121

1

Names of Reporting Persons

Robin Shah

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 1,500,000.00
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)

6.5 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Please see note in Item 4(a)

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Yorkville International Capital Corp.
(b)	Address of issuer's principal executive offices: 1012 Springfield Avenue Mountainside, New Jersey 07092
Item 2.
(a)	Name of person filing: Tenor Capital Management Company, L.P. Tenor Opportunity Master Fund, Ltd. Robin Shah
(b)	Address or principal business office or, if none, residence: 810 Seventh Avenue, Suite 1905, New York, NY 10019
(c)	Citizenship: Tenor Capital Management Company, L.P. - Delaware Tenor Opportunity Master Fund, Ltd. - Cayman Islands Robin Shah - USA
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP Number(s): G98665121
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: Tenor Capital Management Company, L.P. - 6.5% Tenor Opportunity Master Fund, Ltd. - 6.5% Robin Shah - 6.5% The Class A Ordinary Shares (the "Shares") reported herein are held in the form of units (the "Units"), each Unit consists of one Class A ordinary share and one-third of one redeemable warrant, as described in more detail in the Issuer's Form 8-K filed with the SEC on June 18, 2026. The Units are held by Tenor Opportunity Master Fund, Ltd. (the "Master Fund"). Tenor Capital Management Company, L.P. ("Tenor Capital") serves as the investment manager to the Master Fund. Robin Shah serves as the managing member of Tenor Management GP, LLC, the general partner of Tenor Capital. By virtue of these relationships, the Reporting Persons may be deemed to have shared voting and dispositive power with respect to the Shares reported herein in the form of Units owned directly by the Master Fund. This report shall not be deemed an admission that the Reporting Persons are beneficial owners of the Shares for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares in the form of Units reported herein except to the extent of the Reporting Person's pecuniary interest therein. The percentages herein are calculated based upon a statement in the Issuer's Form 8-K, filed on June 18, 2026 indicating that there are 23,000,000 Units issued and outstanding as of June 17, 2026.
(b)	Percent of class: Tenor Capital Management Company, L.P. - 6.5% Tenor Opportunity Master Fund, Ltd. - 6.5% Robin Shah - 6.5%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(ii) Shared power to vote or to direct the vote: Tenor Capital Management Company, L.P. - 1,500,000 Tenor Opportunity Master Fund, Ltd. - 1,500,000 Robin Shah - 1,500,000
	(iii) Sole power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 0 Tenor Opportunity Master Fund, Ltd. - 0 Robin Shah - 0
	(iv) Shared power to dispose or to direct the disposition of: Tenor Capital Management Company, L.P. - 1,500,000 Tenor Opportunity Master Fund, Ltd. - 1,500,000 Robin Shah - 1,500,000
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:

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.

Tenor Capital Management Company, L.P.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Managing Member of its general partner, Tenor Management GP, LLC
Date:	06/23/2026

Tenor Opportunity Master Fund, Ltd.

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah, Authorized Signatory
Date:	06/23/2026

Robin Shah

Signature:	/s/ Robin Shah
Name/Title:	Robin Shah
Date:	06/23/2026

Exhibit Information

EXHIBIT I - JOINT FILING STATEMENT