0001213900-26-059201.txt : 20260519 0001213900-26-059201.hdr.sgml : 20260519 20260519213114 ACCESSION NUMBER: 0001213900-26-059201 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20260515 FILED AS OF DATE: 20260519 DATE AS OF CHANGE: 20260519 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CANTOR FITZGERALD, L. P. CENTRAL INDEX KEY: 0001024896 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42716 FILM NUMBER: 261001206 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2126102000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: CANTOR FITZGERALD L P DATE OF NAME CHANGE: 19961015 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CF GROUP MANAGEMENT INC CENTRAL INDEX KEY: 0001251145 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42716 FILM NUMBER: 261001209 BUSINESS ADDRESS: STREET 1: 135 EAST 57TH ST CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-610-2200 MAIL ADDRESS: STREET 1: 135 EAST 57TH ST CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lutnick Brandon CENTRAL INDEX KEY: 0002048880 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42716 FILM NUMBER: 261001208 MAIL ADDRESS: STREET 1: 110 EAST 59TH SREET CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cantor EP Holdings III, LLC CENTRAL INDEX KEY: 0002034272 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42716 FILM NUMBER: 261001207 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129385000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cantor Equity Partners III, Inc. CENTRAL INDEX KEY: 0002034268 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction EIN: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2129385000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 4 1 ownership.xml X0609 4 2026-05-15 1 0002034268 Cantor Equity Partners III, Inc. CAEP 0002034272 Cantor EP Holdings III, LLC false C/O CANTOR EQUITY PARTNERS III, INC. 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0001024896 CANTOR FITZGERALD, L. P. false 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0001251145 CF GROUP MANAGEMENT INC false 110 EAST 59TH STREET NEW YORK NY 10022 0 0 1 0 0002048880 Lutnick Brandon false 110 EAST 59TH STREET NEW YORK NY 10022 1 1 1 0 CHIEF EXECUTIVE OFFICER 0 Class A ordinary shares 2026-05-15 4 A 0 102009 10.00 A 682009 D Class A ordinary shares 2026-05-15 4 M 0 3500000 A 4182009 D Class A ordinary shares 2026-05-15 4 D 0 4182009 D 0 D Class B ordinary shares 2026-05-15 4 D 0 3400000 0 D Class A ordinary shares 3400000 3500000 D Class B ordinary shares 2026-05-15 4 M 0 3500000 0 D Class A ordinary shares 3500000 0 D On May 15, 2026, Cantor Equity Partners III, Inc. ("CAEP") issued Cantor EP Holdings III, LLC (the "Sponsor") 102,009 Class A ordinary shares, par value $0.0001 per share, of CAEP ("Class A Ordinary Shares") in repayment of amounts outstanding under the promissory note, dated June 25, 2025, at $10.00 per share in connection with the consummation of the transactions contemplated by that certain Business Combination Agreement, dated as of November 7, 2025, by and among CAEP, AIR Global PLC (formerly known as AIR Holdings Limited) ("Pubco"), AIR Limited ("AIR"), and the other parties thereto (the "Business Combination Agreement" and the transactions contemplated thereto, the "Business Combination"), and that certain Sponsor Support Agreement dated November 7, 2025, by and among CAEP, Pubco, AIR and the Sponsor (the "Sponsor Support Agreement"). On May 15, 2026, in connection with the consummation of the Business Combination, an aggregate of 3,400,000 Class B ordinary shares, par value $0.0001 per share, of CAEP ("Class B Ordinary Shares") were surrendered for cancellation by the Sponsor to CAEP for no consideration in accordance with the Sponsor Support Agreement (the "Class B Cancellation"). Following the Class B Cancellation, the Sponsor owned 3,500,000 Class B Ordinary Shares. As described in CAEP's registration statement on Form S-1 (File No. 333-287847) under the heading "Description of Securities", the Class B Ordinary Shares will automatically convert into Class A Ordinary Shares at the time of CAEP's initial business combination, or at any time and from time to time at the option of the holder, on a one-for-one basis, subject to adjustment for share sub-divisions, share dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights set forth in the amended and restated memorandum and articles of association of CAEP. As a result, immediately prior to the Cayman Merger (as defined in the Business Combination Agreement), an aggregate of 3,500,000 Class B Ordinary Shares held by the Sponsor were exchanged into an equal number of Class A Ordinary Shares. Following such transaction, the Sponsor owns zero Class B Ordinary Shares and 4,182,009 Class A Ordinary Shares. In connection with the Cayman Merger (as defined in the Business Combination Agreement), an aggregate of 4,182,009 Class A Ordinary Shares held by the Sponsor were exchanged into an equal number of ordinary shares, par value $0.0001 per share, of Pubco. Following such transaction, the Sponsor owns zero Class A Ordinary Shares. The Sponsor is the record holder of the shares reported herein. Cantor Fitzgerald, L.P. ("CFLP") is the sole member of the Sponsor. CF Group Management, Inc. ("CFGM") is the managing general partner of CFLP. Brandon Lutnick is the Chairman and Chief Executive Officer of the Sponsor, CFLP, and CFGM and also the trustee with decision making control of trusts that hold all of the voting shares of CFGM. As such, each of CFLP, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the shares directly held by the Sponsor. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. /s/ Brandon Lutnick 2026-05-19 /s/ Brandon Lutnick, as Chief Executive Officer of Cantor EP Holdings III, LLC 2026-05-19 /s/ Brandon Lutnick, as Chief Executive Officer of Cantor Fitzgerald L.P. 2026-05-19 /s/ Brandon Lutnick, as Chief Executive Officer of CF Group Management, Inc. 2026-05-19