SCHEDULE 13G 0002050927 XXXXXXXX LIVE Class A common stock, par value $0.0001 per share 03/03/2025 0002043699 NewHold Investment Corp. III G6486E102 52 Vanderbilt Avenue Suite 2005 New York NY 10017 Rule 13d-1(d) NewHold Industrial Technology III LLC DE 0.00 6982263.00 0.00 6982263.00 6982263.00 Y 25.76 OO (1) The shares reported above represent (i) 6,429,663 Class B ordinary shares of the Issuer that are convertible into Class A ordinary shares of the Issuer and have no expiration date, as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-284114) and (ii) 552,600 shares of Class A common stock of the Issuer. NewHold Industrial Technology III LLC is the record holder of the shares of Class A common stock and Class B common stock reported under Item 6 hereof. Samy Hammad, Polly Schneck and Kevin Charlton are the managing members of NewHold Industrial Technology III LLC and hold voting and investment discretion with respect to the ordinary shares held of record by NewHold Industrial Technology III LLC. Accordingly, Samy Hammad, Polly Schneck and Kevin Charlton may be deemed to have or share beneficial ownership of the ordinary shares held directly by NewHold Industrial Technology III LLC. (2) Excludes 276,300 Class A ordinary shares of the Issuer which may be issued upon the exercise of warrants underlying the private units held by NewHold Industrial Technology III LLC that are not presently exercisable. (3) The percentage set forth in Row 11 of this Cover Page is based on 27,107,263, which consists of (i) 20,125,0003 Class A ordinary shares of the Issuer issued in the Issuer's initial public offering, (ii) 6,429,663 Class B ordinary shares of the Issuer issued to NewHold Industrial Technology III LLC and (iii) the 552,600 shares of Class A common stock of the Issuer underlying the private units beneficially owned by the Reporting Person as set forth in Row 9. Kevin Charlton X1 0.00 6982263.00 0.00 6982263.00 6982263.00 Y 25.76 IN (1) The shares reported above represent (i) 6,429,663 Class B ordinary shares of the Issuer that are convertible into Class A ordinary shares of the Issuer and have no expiration date, as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-284114) and (ii) 552,600 shares of Class A common stock of the Issuer. NewHold Industrial Technology III LLC is the record holder of the shares of Class A common stock and Class B common stock reported under Item 6 hereof. Samy Hammad, Polly Schneck and Kevin Charlton are the managing members of NewHold Industrial Technology III LLC and hold voting and investment discretion with respect to the ordinary shares held of record by NewHold Industrial Technology III LLC. Accordingly, Samy Hammad, Polly Schneck and Kevin Charlton may be deemed to have or share beneficial ownership of the ordinary shares held directly by NewHold Industrial Technology III LLC. (2) Excludes 276,300 Class A ordinary shares of the Issuer which may be issued upon the exercise of warrants underlying the private units held by NewHold Industrial Technology III LLC that are not presently exercisable. (3) The percentage set forth in Row 11 of this Cover Page is based on 27,107,263, which consists of (i) 20,125,0003 Class A ordinary shares of the Issuer issued in the Issuer's initial public offering, (ii) 6,429,663 Class B ordinary shares of the Issuer issued to NewHold Industrial Technology III LLC and (iii) the 552,600 shares of Class A common stock of the Issuer underlying the private units beneficially owned by the Reporting Person as set forth in Row 9. Polly Schneck X1 0.00 6982263.00 0.00 6982263.00 6982263.00 Y 25.76 IN (1) The shares reported above represent (i) 6,429,663 Class B ordinary shares of the Issuer that are convertible into Class A ordinary shares of the Issuer and have no expiration date, as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-284114) and (ii) 552,600 shares of Class A common stock of the Issuer. NewHold Industrial Technology III LLC is the record holder of the shares of Class A common stock and Class B common stock reported under Item 6 hereof. Samy Hammad, Polly Schneck and Kevin Charlton are the managing members of NewHold Industrial Technology III LLC and hold voting and investment discretion with respect to the ordinary shares held of record by NewHold Industrial Technology III LLC. Accordingly, Samy Hammad, Polly Schneck and Kevin Charlton may be deemed to have or share beneficial ownership of the ordinary shares held directly by NewHold Industrial Technology III LLC. (2) Excludes 276,300 Class A ordinary shares of the Issuer which may be issued upon the exercise of warrants underlying the private units held by NewHold Industrial Technology III LLC that are not presently exercisable. (3) The percentage set forth in Row 11 of this Cover Page is based on 27,107,263, which consists of (i) 20,125,0003 Class A ordinary shares of the Issuer issued in the Issuer's initial public offering, (ii) 6,429,663 Class B ordinary shares of the Issuer issued to NewHold Industrial Technology III LLC and (iii) the 552,600 shares of Class A common stock of the Issuer underlying the private units beneficially owned by the Reporting Person as set forth in Row 9. Samy Hammad X1 0.00 6982263.00 0.00 6982263.00 6982263.00 Y 25.76 IN (1) The shares reported above represent (i) 6,429,663 Class B ordinary shares of the Issuer that are convertible into Class A ordinary shares of the Issuer and have no expiration date, as described under the heading "Description of Securities--Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-284114) and (ii) 552,600 shares of Class A common stock of the Issuer. NewHold Industrial Technology III LLC is the record holder of the shares of Class A common stock and Class B common stock reported under Item 6 hereof. Samy Hammad, Polly Schneck and Kevin Charlton are the managing members of NewHold Industrial Technology III LLC and hold voting and investment discretion with respect to the ordinary shares held of record by NewHold Industrial Technology III LLC. Accordingly, Samy Hammad, Polly Schneck and Kevin Charlton may be deemed to have or share beneficial ownership of the ordinary shares held directly by NewHold Industrial Technology III LLC. (2) Excludes 276,300 Class A ordinary shares of the Issuer which may be issued upon the exercise of warrants underlying the private units held by NewHold Industrial Technology III LLC that are not presently exercisable. (3) The percentage set forth in Row 11 of this Cover Page is based on 27,107,263, which consists of (i) 20,125,0003 Class A ordinary shares of the Issuer issued in the Issuer's initial public offering, (ii) 6,429,663 Class B ordinary shares of the Issuer issued to NewHold Industrial Technology III LLC and (iii) the 552,600 shares of Class A common stock of the Issuer underlying the private units beneficially owned by the Reporting Person as set forth in Row 9. NewHold Investment Corp. III 52 Vanderbilt Avenue, Suite 2005, New York, NY 10017. This Schedule 13G is being jointly filed, pursuant to a Joint Filing Agreement attached hereto as Exhibit 99.1, by the following entities and persons, all of whom are together referred to herein as the "Reporting Persons": (i) NewHold Industrial Technology III LLC (ii) Kevin Charlton (iii) Polly Schneck (iv) Samy Hammad Samy Hammad, Polly Schneck and Kevin Charlton are the managing members of NewHold Industrial Technology III LLC and hold voting and investment discretion with respect to the ordinary shares held of record by NewHold Industrial Technology III LLC. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information furnished by another Reporting Person. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended, the Reporting Persons expressly declare that the filing of this statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this schedule held by any other person and such beneficial ownership is expressly disclaimed. 52 Vanderbilt Avenue, Suite 2005, New York, NY 10017. (i) NewHold Industrial Technology III LLC -- Delaware (ii) Kevin Charlton -- United States (iii) Polly Schneck -- United States (iv) Samy Hammad -- United States Y 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 such Reporting Person. - - - - - Y Y Y Y Y Y 99.1 Joint Filing Agreement among the Reporting Persons regarding filing of Schedule 13G, dated May 15, 2025. NewHold Industrial Technology III LLC /s/ Kevin Charlton 05/15/2025 Kevin Charlton /s/ Kevin Charlton 05/15/2025 Polly Schneck /s/ Polly Schneck 05/15/2025 Samy Hammad /s/ Samy Hammad 05/15/2025