Cantor EP Holdings III, LLC - 25 Jun 2025 Form 3 Insider Report for Cantor Equity Partners III, Inc.

Role
10%+ Owner
Signature
/s/ Howard W. Lutnick
Issuer symbol
CAEP on Nasdaq
Transactions as of
25 Jun 2025
Net transactions value
$0
Form type
3
Filing time
25 Jun 2025, 21:37:02 UTC
Next filing
27 Jun 2025

Reporting Owners (4)

Name Relationship Address Signature Signature date CIK
Cantor EP Holdings III, LLC 10%+ Owner 110 EAST 59TH STREET, NEW YORK /s/ Howard W. Lutnick 25 Jun 2025 0002034272
CANTOR FITZGERALD, L. P. 10%+ Owner 110 EAST 59TH STREET, NEW YORK /s/ Brandon Lutnick, as Chief Executive Officer of Cantor EP Holdings III, LLC 25 Jun 2025 0001024896
CF GROUP MANAGEMENT INC 10%+ Owner 110 EAST 59TH STREET, NEW YORK /s/ Brandon Lutnick, as Chief Executive Officer of Cantor Fitzgerald, L.P. 25 Jun 2025 0001251145
LUTNICK HOWARD W 10%+ Owner 110 EAST 59TH STREET, NEW YORK /s/ Brandon Lutnick, as Chief Executive Officer of CF Group Management, Inc. 25 Jun 2025 0001250975

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CAEP Class B ordinary shares 25 Jun 2025 Class A ordinary shares 6,900,000 Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As described in the issuer's registration statement on Form S-1 (File No. 333-287847) under the heading "Description of Securities--Founder Shares", the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer'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.
F2 These shares represent Class B ordinary shares directly held by Cantor EP Holdings III, LLC (the "Sponsor"). The Class B ordinary shares owned by the reporting persons include up to 900,000 shares that are subject to forfeiture in the event the underwriters of the initial public offering of the issuer's Class A ordinary shares do not exercise in full their over-allotment option as described in the issuer's registration statement.
F3 The Sponsor is the record holder of the shares reported herein. Cantor Fitzgerald, L.P. ("Cantor") is the sole member of the Sponsor. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor. Mr. Lutnick is the trustee of the sole stockholder of CFGM. As such, each of Cantor, 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.
F4 On May 16, 2025, Howard W. Lutnick, in his capacity as trustee of a trust, entered into agreements to sell to trusts controlled by Brandon Lutnick all of the voting shares of CFGM. Following the closing of the transactions contemplated by such agreements, Brandon Lutnick will be deemed to have voting or dispositive power over the ordinary shares owned by our sponsor, and Howard W. Lutnick will no longer have voting or dispositive power over such shares. The closings of the transactions contemplated by such agreements are subject to the satisfaction of customary closing conditions, including receipt of required regulatory approvals.