UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 25

NOTIFICATION OF REMOVAL FROM LISTING

AND/OR REGISTRATION UNDER SECTION 12(B)

OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-40862

Marblegate Acquisition Corp.

Nasdaq Capital Market

(Exact name of Issuer as specified in its charter, and name of Exchange

where security is listed and/or registered)

411 Theodore Fremd Avenue, Suite 206S

Rye, NY 10580 (914) 415-4081

(Address, including zip code, and telephone number, including area code, of Issuer’s principal executive offices)

Units, each consisting of one share of Class A common stock, par value $0.0001 per share, and one-half of one redeemable warrant

Shares of Class A common stock included as part of the Units

Redeemable warrants included as part of the Units (Nasdaq: GATE)

(Description of class of securities)

Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:

☐ 17 CFR 240.12d2-2(a)(1)

☐ 17 CFR 240.12d2-2(a)(2)

☒ 17 CFR 240.12d2-2(a)(3)

☐ 17 CFR 240.12d2-2(a)(4)

☐ Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange.

☒ Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with the rules of the Exchange and the requirements of 17 CFR 240.12d2-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.

Pursuant to the requirements for the Securities Exchange Act of 1934, Marblegate Acquisition Corp. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.

April 11, 2025	By:	/s/ Jeffrey Kravetz	Chief Financial Officer
Date		Name	Title

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