UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 226, 2026 (March 25, 2026)

CANTOR EQUITY PARTNERS I, INC.

(Exact name of registrant as specified in its charter)

Cayman Islands		001-42464		98-1576503
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

110 East 59th Street

New York, NY 10022

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (212) 938-5000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☒	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A ordinary shares, par value $0.0001 per share		CEPO		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 81.01 ~~Other~~Entry ~~Events~~into a Material Definitive Agreement.

~~BSTR Holdings,~~As ~~Inc.,~~previously reported on a ~~Delaware~~Current ~~corporation~~Report ~~(“Pubco”)~~on Form ~~confidentially~~8-K ~~submitted~~filed anon ~~amended~~July ~~draft~~17, ~~registration~~2025 ~~statement~~by onCantor ~~Form S-4~~Equity onPartners ~~February~~I, 13Inc., ~~2026~~a Cayman Islands exempt company (“CEPO”), with the United States Securities and Exchange Commission (~~the~~ “SEC”), inCEPO ~~furtherance~~entered ofinto ~~consummation~~a ofbusiness ~~the~~combination ~~Proposed~~agreement on July 16, 2025 with ~~Transactions~~BSTR ~~(as~~Holdings, ~~defined~~Inc., ~~below)~~a ~~(the~~Delaware corporation (“~~Closing~~Pubco”), ~~targeted~~BSTR ~~for~~Newco, ~~early~~LLC, Q2a ~~2026~~Delaware limited liability company (“Newco”), BSTR ~~subject~~Holdings to(Cayman), ~~customary~~a ~~closing~~Cayman ~~conditions.~~Islands ~~Pubco previously~~exempted ~~disclosed~~company (the ~~confidential~~“Seller”), ~~submission~~and ofthe aother ~~prior~~parties ~~draft~~thereto ~~registration~~(the ~~statement~~“Business Combination onAgreement”), ~~Form~~with ~~S-4~~respect ~~with~~to a proposed business combination among the ~~SEC~~parties in(the ~~October~~“Business ~~2025~~Combination”).

InOn ~~addition~~March 25, ~~attached~~2026, CEPO, Pubco, Newco and the Seller entered into Amendment No. 1 to the Business Combination Agreement (the “Amendment No. 1 to the BCA”), which amends the Business Combination Agreement to increase the size of Pubco’s board of directors as of the closing of the Business Combination from five (5) persons to seven (7) persons, or such other number of persons as the parties shall mutually agree. Amendment No. 1 to the BCA is filed as Exhibit 992.1 to this Current Report on Form 8-K, ~~(this~~and ~~“Report”)~~the ~~and~~foregoing ~~incorporated~~description ~~into~~thereof ~~this~~is ~~Item~~qualified ~~8.01 by~~in ~~reference,~~its isentirety aby reference ~~presentation~~to (the ~~“Presentation”)~~full ~~that~~text ~~may~~of beAmendment ~~used~~No. by1 ~~Pubco~~to the BCA and ~~CEPO~~the interms ~~connection~~of ~~with~~which ~~the~~are ~~Proposed~~incorporated ~~Transactions (as~~by ~~defined~~reference ~~below)~~herein.

OnAdditional ~~July~~Information ~~16, 2025,~~ and asWhere reported on the Current Report on Form 8-K filed on July 17, 2025 with the SEC, Cantor Equity Partners I, Inc., a Cayman Islands exempt company (“CEPO”), Pubco, BSTR Holdings (Cayman), a Cayman Islands exempted company (the “Seller”), BSTR Newco, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Seller (“Newco”), and the other parties thereto, entered into a business combination agreement (the “Business Combination Agreement”) with respect to aFind ~~business combination~~It among the parties (such business combination, the “Business Combination” and, together with the transactions contemplated under the Business Combination Agreement and private placements entered into by CEPO, Pubco and Newco with certain private placement investors (the “Private Placement Investments”), the “Proposed Transactions”).

AsPubco ~~disclosed~~and inNewco ~~prior~~have confidentially ~~filings~~submitted ~~made~~a Registration Statement on Form S-4 with the SEC (as may be amended, ~~all~~the ~~Bitcoin~~“Registration ~~contributed~~Statement”) and byintend to file publicly with the ~~Seller~~SEC the Registration Statement, which will include a preliminary proxy statement of CEPO and a prospectus (the “Proxy Statement/Prospectus”) in connection with the Business Combination and certain private ~~placement~~placements ~~investors~~(the as“Private Placement ~~part~~Investments” and, together with the Business Combination and the other transactions contemplated by the Business Combination ofAgreement, the “Proposed Transactions”). The definitive proxy statement and other relevant documents will be ~~priced~~mailed atto ~~Closing~~shareholders of ~~(such~~CEPO ~~price,~~as of a record date to be established for voting on the ~~“Closing~~Business ~~Bitcoin~~Combination ~~Price”)~~and other matters as will be described in the Proxy Statement/Prospectus. ~~The~~CEPO ~~Closing~~and/or ~~Bitcoin~~Pubco ~~Price~~will also file other documents regarding the Proposed Transactions with the SEC. This Report does not contain all of the information that should be considered concerning the Proposed Transactions and is ~~calculated~~not asintended to form the ~~average~~basis of any investment decision or any other decision in respect of the ~~CME~~Proposed CFTransactions. ~~Bitcoin~~BEFORE ~~Reference~~MAKING ~~Rate~~ANY -VOTING ~~New~~OR ~~York~~INVESTMENT ~~Variant~~DECISION, SHAREHOLDERS ~~for~~OF CEPO AND OTHER INTERESTED PARTIES ARE URGED TO READ, WHEN AVAILABLE, THE PRELIMINARY PROXY STATEMENT/PROSPECTUS, AND AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH CEPO’S SOLICITATION OF PROXIES FOR THE EXTRAORDINARY GENERAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE PROPOSED TRANSACTIONS AND OTHER MATTERS AS DESCRIBED IN THE PROXY STATEMENT/PROSPECTUS BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT CEPO, NEWCO, PUBCO AND THE PROPOSED TRANSACTIONS. Investors and security holders will also be able to obtain copies of the 10Registration Statement and the Proxy Statement/Prospectus and all other documents filed or that will be filed with the SEC by CEPO, Pubco and Newco, without charge, once available, on the SEC’s website at www.sec.gov or by directing a request to: Cantor Equity Partners I, Inc., 110 East 59th Street, New York, NY 10022; e-~~day~~mail: ~~period~~CantorEquityPartners@cantor.com, ~~ending~~or ~~two~~upon ~~days~~written ~~prior~~request to ~~the~~BSTR Holdings, Inc., via ~~Closing~~email at bstr@blockstreamcapitalpartners. com, respectively.

~~Additional~~NEITHER ~~information~~THE ~~regarding~~SEC ~~the~~NOR ~~Proposed~~ANY STATE ~~Transactions~~SECURITIES ~~and~~REGULATORY ~~Bitcoin~~AGENCY ~~Closing~~HAS ~~Price~~APPROVED isOR ~~available~~DISAPPROVED inTHE ~~the~~PROPOSED ~~Current~~TRANSACTIONS ~~Reports~~DESCRIBED onHEREIN, ~~Form~~PASSED ~~8-K~~UPON ~~filed~~THE MERITS OR FAIRNESS ~~with~~OF ~~the~~THE ~~SEC~~PROPOSED onTRANSACTIONS ~~July~~OR ~~22,~~ANY ~~2025~~RELATED ~~and~~TRANSACTIONS ~~August~~OR ~~25,~~PASSED ~~2025~~UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS REPORT. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.

The ~~Presentation~~convertible isnotes and ~~intended~~shares of preferred stock to be ~~furnished~~issued ~~and~~by ~~shall~~Pubco, ~~not~~the beClass ~~deemed~~A ~~“filed”~~ordinary ~~for~~shares ~~purposes~~to ofbe ~~Section~~issued 18by ofCEPO and the ~~Securities~~Class A interests to be ~~Exchange~~issued ~~Act~~by ofNewco, ~~1934~~in each case, aspursuant ~~amended~~to (the ~~“Exchange~~Private ~~Act”)~~Placement Investments, oras ~~otherwise~~well ~~subject~~as the non-voting units of Newco to be issued in exchange for the ~~liabilities~~Class A interests of ~~that~~Newco ~~section,~~at ~~nor~~the ~~shall it~~closing beof ~~deemed~~the ~~incorporated~~Business byCombination ~~reference~~pursuant to the Business Combination Agreement, in ~~any~~each ~~filing~~case, have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), ~~except~~ asand ~~expressly~~may ~~set~~not ~~forth~~be offered byor ~~specific~~sold ~~reference~~ in ~~such~~the ~~filing.~~United ~~This~~States ~~Report~~absent ~~will~~registration ~~not~~or ~~be deemed~~ an ~~admission~~applicable asexemption tofrom the ~~materiality of~~registration ~~any~~requirements of the ~~information in this Item 8~~Securities Act.~~01, including Exhibit 99.1.~~

~~Additional Information and Where to Find It~~ 1

~~Pubco~~Participants and Newco have confidentially submitted a Registration Statement on Form S-4 with the SEC (as may be amended, the “Registration Statement”) and intend to file publicly with the SEC the Registration Statement, which will include a preliminary proxy statement of CEPO and a prospectus (the “Proxy Statement/Prospectus”) in ~~connection with~~ the Proposed Transactions. The definitive proxy statement and other relevant documents will be mailed to shareholders of CEPO as of a record date to be established for voting on the Business Combination and other matters as will be described in the Proxy Statement/Prospectus. CEPO and/or Pubco will also file other documents regarding the Proposed Transactions with the SEC. This Report does not contain all of the information that should be considered concerning the Proposed Transactions and is not intended to form the basis of any investment decision or any other decision in respect of the Proposed Transactions. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, SHAREHOLDERS OF CEPO AND OTHER INTERESTED PARTIES ARE URGED TO READ, WHEN AVAILABLE, THE PRELIMINARY PROXY STATEMENT/PROSPECTUS, AND AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH CEPO’S SOLICITATION OF PROXIES FOR THE EXTRAORDINARY GENERAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE PROPOSED TRANSACTIONS AND OTHER MATTERS AS DESCRIBED IN THE PROXY STATEMENT/PROSPECTUS BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT CEPO, NEWCO, PUBCO AND THE PROPOSED TRANSACTIONS. Investors and security holders will also be able to obtain copies of the Registration Statement and the Proxy Statement/Prospectus and all other documents filed or that will be filed with the SEC by CEPO, Pubco and Newco, without charge, once available, on the SEC’s website at www.sec.gov or by directing a request to: Cantor Equity Partners I, Inc., 110 East 59th Street, New York, NY 10022; e-mail: CantorEquityPartners@cantor.com, or upon written request to BSTR Holdings, Inc., via email at bstr@blockstreamcapitalpartners.com, respectively.Solicitation

1CEPO, Pubco, Newco and their respective directors and executive officers may be deemed under SEC rules to be participants in the solicitation of proxies from CEPO’s shareholders in connection with the Proposed Transactions. A list of the names of such directors and executive officers, and information regarding their interests in the Proposed Transactions and their ownership of CEPO’s securities are, or will be, contained in CEPO’s filings with the SEC, including CEPO’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Additional information regarding the interests of the persons who may, under SEC rules, be deemed participants in the solicitation of proxies of CEPO’s shareholders in connection with the Proposed Transactions, including the names and interests of Newco and Pubco’s directors and executive officers, will be set forth in the Proxy Statement/Prospectus, which is expected to be filed by CEPO, Pubco and Newco with the SEC. Investors and security holders may obtain free copies of these documents as described above.

~~NEITHER~~No ~~THE~~Offer ~~SEC~~or NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE PROPOSED TRANSACTIONS DESCRIBED HEREIN, PASSED UPON THE MERITS OR FAIRNESS OF THE BUSINESS COMBINATION OR ANY RELATED PROPOSED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS REPORT. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.Solicitation

The ~~convertible~~information ~~notes~~contained in this Report is for informational purposes only and ~~shares~~is ofnot ~~preferred~~a ~~stock~~proxy tostatement beor ~~issued~~solicitation byof ~~Pubco~~a proxy, ~~the~~consent ~~Class~~or Aauthorization ~~ordinary~~with respect ~~shares~~ to beany ~~issued~~securities byor ~~CEPO~~in ~~and~~respect of the ~~Class~~Proposed ATransactions ~~interests~~and shall not constitute an offer to ~~be issued~~sell byor ~~Newco~~exchange, inor ~~each~~a ~~case,~~solicitation of ~~pursuant~~an offer to buy or exchange the ~~Private~~securities ~~Placement~~of ~~Investments~~CEPO, asPubco ~~well~~or asNewco, ~~the~~or ~~non-voting~~any ~~units~~commodity ofor ~~Newco~~instrument toor berelated ~~issued~~derivative, innor shall ~~exchange~~there ~~for~~be ~~the~~any ~~Class~~sale Aof ~~interests~~any ofsuch ~~Newco~~securities atin ~~the~~any ~~closing~~state ofor ~~the~~jurisdiction ~~Business~~in ~~Combination~~which such offer, ~~pursuant~~solicitation, tosale ~~the~~or ~~Business~~exchange ~~Combination~~would ~~Agreement,~~be unlawful ~~have~~prior ~~not~~to ~~been~~registration ~~registered~~or qualification under the ~~Securities~~securities ~~Act~~laws of ~~1933,~~such asstate ~~amended~~or ~~(the~~jurisdiction. ~~“Securities~~No ~~Act”),~~offer ~~and~~of ~~may~~securities ~~not~~shall be ~~offered~~made ~~or sold~~except inby means of a prospectus meeting the ~~United~~requirements ~~States~~of ~~absent~~the ~~registration~~Securities Act or an ~~applicable~~ exemption ~~from~~therefrom. Investors should consult with their counsel as to the ~~registration~~applicable requirements for a purchaser to avail itself of any exemption under the Securities Act.

~~Participants~~Forward-Looking Statements ~~in the Solicitation~~

~~CEPO,~~This ~~Pubco,~~Report ~~Newco~~contains ~~and~~certain ~~their~~forward-looking ~~respective directors~~statements ~~and~~within ~~executive~~the ~~officers~~meaning ~~may~~of bethe ~~deemed~~U.S. ~~under~~federal ~~SEC~~securities ~~rules~~laws with respect to bethe ~~participants~~parties inand the ~~solicitation~~Proposed ofTransactions, ~~proxies~~including, ~~from~~expectations, hopes, beliefs, intentions, plans, prospects, financial results, strategies and other statements relating to CEPO’s, ~~shareholders~~Pubco, Newco and the inProposed ~~connection~~Transactions ~~with~~and statements regarding the ~~Business~~anticipated ~~Combination.~~benefits Aand ~~list~~timing of the ~~names~~completion of ~~such~~the ~~directors~~Proposed ~~and~~Transactions, ~~executive~~the assets ~~officers~~held by Newco, the terms of the indenture and ~~information~~the ~~regarding~~security ~~their interests~~agreement to be entered in ~~the~~connection ~~Business~~with ~~Combination~~convertible ~~and~~notes ~~their~~private placement, ~~ownership~~the listing of ~~CEPO’s~~any securities ~~are,~~of orPubco ~~will~~on ~~be,~~an ~~contained~~applicable insecurities ~~CEPO~~exchange, Pubco’s ~~filings with~~plans ~~the~~and ~~SEC~~use of proceeds, ~~including~~and ~~CEPO’s~~the upside ~~Annual~~potential ~~Reports~~and onopportunity ~~Form~~for ~~10-K~~investors ~~and~~relating ~~Quarterly~~to ~~Reports~~participation onin ~~Form~~the ~~10-Q.~~Private ~~Additional~~Placement ~~information~~Investments ~~regarding the~~or ~~interests~~any offuture ~~the~~securities resulting ~~persons~~from ~~who~~any ~~may~~Proposed Transactions, ~~under~~any ~~SEC~~potential ~~rules~~future capital raises, beany ~~deemed~~proposed ~~participants~~transaction instructures ~~the~~and ~~solicitation~~offering ofterms, future ~~proxies~~financial ofcondition ~~CEPO’s~~and ~~shareholders in~~performance ~~connection~~and ~~with~~expected financial impacts of the Proposed Transactions, ~~including~~ the ~~names~~satisfaction ~~and~~of ~~interests~~the closing conditions of ~~Newco~~the ~~and~~Proposed ~~Pubco’s~~Transactions, ~~directors~~ and ~~executive~~any ~~officers~~expectations, ~~will~~ beintentions, ~~set~~strategies, ~~forth~~assumptions inor ~~the~~beliefs ~~Proxy~~about ~~Statement/Prospectus~~future events, ~~which~~results of isoperations ~~expected~~or performance or that do not solely relate to behistorical ~~filed~~or bycurrent ~~CEPO,~~facts. ~~Pubco~~These ~~and~~forward-looking ~~Newco~~statements ~~with~~generally are identified by the ~~SEC.~~words ~~Investors~~“believe,” ~~and~~“project,” “expect,” “anticipate,” “estimate,” ~~security~~“intend,” ~~holders~~“strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” ~~obtain~~“should,” ~~free~~“will,” ~~copies~~“would,” of“will ~~these~~be,” ~~documents~~“will ascontinue,” “will ~~described~~likely inresult,” ~~the~~and ~~preceding~~similar ~~paragraph~~expressions.

NoForward-looking ~~Offer~~statements are predictions, projections and other statements about future events or ~~Solicitation~~conditions that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this Report, including, but not limited to: the risk that the Proposed Transactions may not be completed in a timely manner or at all, which may adversely affect the price of CEPO’s securities; the risk that the Business Combination may not be completed by CEPO’s business combination deadline; the failure by the parties to the Business Combination to satisfy the conditions to the consummation of the Business Combination, including the approval of CEPO’s shareholders, or any of the Private Placement Investments; failure to realize the anticipated benefits of the Proposed Transactions; the level of redemptions of CEPO’s public shareholders which may reduce the public float of, reduce the liquidity of the trading market of, and/or maintain the quotation, listing, or trading of the Class A ordinary shares of CEPO or the Class A stock of Pubco (“Pubco Class A Stock”); the lack of a third-party fairness opinion in determining whether or not to pursue the Business Combination; the failure of Pubco to obtain or maintain the listing of its securities any stock exchange on which Pubco Class A Stock will be listed after closing of the Business Combination; costs related to the Proposed Transactions and as a result of becoming a public company; changes in business, market, financial, political and regulatory conditions; risks relating to Pubco’s anticipated operations and business, including the highly volatile nature of the price of Bitcoin; the risk that Pubco’s stock price will be highly correlated to the price of Bitcoin and the price of Bitcoin may decrease at any time after the closing of the Proposed Transactions; risks related to increased competition in the industries in which Pubco will operate; risks relating to significant legal, commercial, regulatory and technical uncertainty regarding Bitcoin; risks relating to the treatment of crypto assets for U.S. and foreign tax purposes; risks that after consummation of the Business Combination, Pubco experiences difficulties managing its growth and expanding operations; challenges in implementing Pubco’s business plan, including Bitcoin-related advisory services and other Bitcoin-related services, due to operational challenges, significant competition and regulation; the outcome of any potential legal proceedings that may be instituted against CEPO, Pubco, Newco or others following announcement of the Business Combination; and those risk factors discussed in documents of CEPO, Pubco or Newco filed, or to be filed, with the SEC.

The information contained in this Report is for informational purposes only and is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Proposed Transactions and shall not constitute an offer to sell or exchange, or a solicitation of an offer to buy or exchange the securities of CEPO, Pubco or Newco, or any commodity or instrument or related derivative, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, sale or exchange would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act or an exemption therefrom. Investors should consult with their counsel as to the applicable requirements for a purchaser to avail itself of any exemption under the Securities Act.2

~~Forward~~The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the final prospectus of CEPO dated as of January 6, 2025 and filed by CEPO with the SEC on January 7, 2025, CEPO’s Annual Reports on Form 10-~~Looking~~K and Quarterly Reports on Form 10-Q on file, and to be filed, with the SEC and the Proxy Statement/Prospectus that ~~Statements~~will be filed by Pubco and Newco, and other documents filed by CEPO, Pubco and Newco from time to time with the SEC. These filings do or will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional risks that none of CEPO, Pubco and Newco presently know or that none of CEPO, Pubco and Newco currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.

~~This Report contains certain forward~~Forward-looking statements ~~within~~ ~~the~~speak ~~meaning~~only as of the date ~~U.S.~~they ~~federal~~are ~~securities~~made. ~~laws~~Readers ~~with~~are ~~respect~~cautioned not to ~~the~~put ~~parties~~undue ~~and~~reliance ~~the~~on ~~Proposed~~forward-looking ~~Transactions~~statements, ~~including, expectations, hopes, beliefs, intentions, plans, prospects, financial results, strategies~~ and ~~other~~none ~~statements~~of ~~relating to~~ CEPO, Pubco, ~~Newco~~ and ~~the Proposed~~Newco ~~Transactions and statements regarding the anticipated benefits and timing of the completion of the Proposed Transactions, the~~assume ~~assets~~any ~~held~~obligation byor ~~Newco,~~intend ~~the terms of the indenture and the security agreement~~ to beupdate ~~entered~~or inrevise ~~connection~~these ~~with~~forward-looking ~~convertible notes private placement~~statements, ~~the~~whether ~~listing~~as ofa ~~any~~result ~~securities~~ of ~~Pubco~~new oninformation, anfuture ~~applicable securities exchange~~events, or ~~Pubco’s~~otherwise. ~~plans~~None ~~and use~~ of ~~proceeds~~CEPO, ~~and~~Pubco ~~the upside potential~~ and ~~opportunity~~Newco ~~for~~give ~~investors relating to participation in the Private Placement Investments or~~ any ~~future~~assurance ~~securities resulting~~that ~~from~~ any ~~Proposed Transactions, any potential future capital raises, any proposed transaction structures and offering terms, future financial condition and performance and expected financial impacts~~ of ~~the Proposed Transactions~~CEPO, ~~the~~Pubco ~~satisfaction~~or ofNewco ~~the~~will ~~closing conditions~~achieve ofits ~~the Proposed Transactions, and any~~ expectations,. ~~intentions,~~The ~~strategies, assumptions or beliefs about future events, results~~inclusion of ~~operations~~any orstatement ~~performance~~in orthis ~~that~~Report dodoes not ~~solely~~constitute ~~relate~~an toadmission ~~historical or current facts. These forward-looking statements generally are identified~~ by ~~the words “believe~~CEPO,” ~~“project~~Pubco,” ~~“expect,”~~Newco ~~“anticipate,”~~or ~~“estimate,” “intend,”~~any ~~“strategy,”~~other ~~“future,”~~person ~~“opportunity,”~~that ~~“potential,”~~the ~~“plan,” “may,”~~events ~~“should,”~~or ~~“will,” “would,” “will be,” “will continue,”~~circumstances ~~“will~~described ~~likely~~in ~~result,”~~such ~~and~~statement ~~similar~~are ~~expressions~~material.

Forward-looking statements are predictions, projections and other statements about future events or conditions that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this Report, including, but not limited to: the risk that the Proposed Transactions may not be completed in a timely manner or at all, which may adversely affect the price of CEPO’s securities; the risk that the Business Combination may not be completed by CEPO’s business combination deadline; the failure by the parties to the Business Combination to satisfy the conditions to the consummation of the Business Combination, including the approval of CEPO’s shareholders, or any of the Private Placement Investments; failure to realize the anticipated benefits of the Proposed Transactions; the level of redemptions of CEPO’s public shareholders which may reduce the public float of, reduce the liquidity of the trading market of, and/or maintain the quotation, listing, or trading of the Class A ordinary shares of CEPO or the Class A stock of Pubco (“Pubco Class A Stock”); the lack of a third-party fairness opinion in determining whether or not to pursue the Business Combination; the failure of Pubco to obtain or maintain the listing of its securities any stock exchange on which Pubco Class A Stock will be listed after closing of the Business Combination; costs related to the Proposed Transactions and as a result of becoming a public company; changes in business, market, financial, political and regulatory conditions; risks relating to Pubco’s anticipated operations and business, including the highly volatile nature of the price of Bitcoin; the risk that Pubco’s stock price will be highly correlated to the price of Bitcoin and the price of Bitcoin may decrease at any time after the closing of the Proposed Transactions; risks related to increased competition in the industries in which Pubco will operate; risks relating to significant legal, commercial, regulatory and technical uncertainty regarding Bitcoin; risks relating to the treatment of crypto assets for U.S. and foreign tax purposes; risks that after consummation of the Business Combination, Pubco experiences difficulties managing its growth and expanding operations; challenges in implementing Pubco’s business plan, including Bitcoin-related advisory services and other Bitcoin-related services, due to operational challenges, significant competition and regulation; being considered to be a “shell company” by any stock exchange on which Pubco Class A Stock will be listed or by the SEC, which may impact the ability to list Pubco Class A Stock and restrict reliance on certain rules or forms in connection with the offering, sale or resale of securities; the outcome of any potential legal proceedings that may be instituted against CEPO, Pubco, Newco or others following announcement of the Business Combination; and those risk factors discussed in documents of CEPO, Pubco or Newco filed, or to be filed, with the SEC.

The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the final prospectus of CEPO dated as of January 6, 2025 and filed by CEPO with the SEC on January 7, 2025, CEPO’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q on file, and to be filed, with the SEC and the Proxy Statement/Prospectus that will be filed by Pubco and Newco, and other documents filed by CEPO, Pubco and Newco from time to time with the SEC. These filings do or will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional risks that none of CEPO, Pubco and Newco presently know or that none of CEPO, Pubco and Newco currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.

Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and none of CEPO, Pubco and Newco assume any obligation or intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. None of CEPO, Pubco and Newco give any assurance that any of CEPO, Pubco or Newco will achieve its expectations. The inclusion of any statement in this Report does not constitute an admission by CEPO, Pubco, Newco or any other person that the events or circumstances described in such statement are material.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Form of Presentation.
2.1		Amendment No.1 to the Business Combination Agreement, dated as of March 25, 2026, by and among CEPO, Pubco, Newco and the Seller.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: March 226, 2026

	CANTOR EQUITY PARTNERS I, INC.

	By:	/s/ Brandon Lutnick
	Name:	Brandon Lutnick
	Title:	Chief Executive Officer

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