RENX ENTERPRISES CORP. ownership disclosure: Ayrton Capital LLC, Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, and Waqas Khatri each report beneficial ownership of 278,548 shares of Common Stock as of March 31, 2026. The filings state these holdings include 50 shares held directly and 278,498 shares issuable upon exercise of warrants and conversion of convertible notes/preferred equity, with a 9.99% beneficial ownership blocker. The filer bases percentage calculations on 2,507,537 shares outstanding as of March 31, 2026.
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Insights
Three related reporting persons each disclose a 9.99% position in RENX.
The filing shows 278,548 shares per reporting person, combining 50 directly held shares and 278,498 issuable shares from warrants and convertible instruments. Percentages are calculated against March 31, 2026 outstanding shares of 2,507,537.
Timing and conversion mechanics drive future dilution potential; subsequent company filings or exercises will clarify whether and when issuable shares become outstanding.
Schedule 13G reports passive/beneficial ownership details and a 9.99% blocker on issuable shares.
The disclosure explains the Fund is managed by Ayrton Capital LLC and that Waqas Khatri is the managing member; voting and dispositive powers are reported as sole for the stated shares. The filing explicitly notes the 9.99% beneficial ownership blocker for warrants and convertible instruments.
Regulatory implication: these are ownership disclosures under beneficial-ownership rules; any future exercises or conversions may trigger additional reporting obligations.
Key Figures
Shares beneficially owned (per reporting person):278,548 sharesIssuable upon exercise/conversion:278,498 sharesShares outstanding:2,507,537 shares+1 more
"The issuable shares ... are both subject to a 9.99% beneficial ownership blocker."
A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.
Warrantsfinancial
"278,498 shares of Common Stock issuable on the exercise of certain warrants"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
convertible notes/preferred equityfinancial
"conversion of certain convertible notes/preferred equity (the "Notes") held by the Reporting Persons"
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What stake does Ayrton Capital LLC report in RENX (SGD)?
Ayrton Capital LLC reports beneficial ownership of 278,548 shares, representing 9.99% of the class based on 2,507,537 shares outstanding as of March 31, 2026. This total includes 50 direct shares and 278,498 issuable on warrants/notes conversion.
How are the 278,548 shares for each reporting person composed?
Each reported 278,548-share position comprises 50 shares held directly plus 278,498 shares issuable upon exercise of warrants and conversion of convertible notes/preferred equity, according to the filing dated for holdings as of March 31, 2026.
What is the significance of the 9.99% beneficial ownership blocker?
The filing states the shares issuable on warrants and conversions are subject to a 9.99% beneficial ownership blocker, limiting beneficial ownership treatment at that threshold as described in the disclosure, which can affect conversion/exercise mechanics and reporting triggers.
Who controls the Fund that holds RENX shares?
The Fund, Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, is managed by Ayrton Capital LLC, and Waqas Khatri is the managing member of the Investment Manager, per the ownership disclosure in the filing.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
RENX ENTERPRISES CORP.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
78637J402
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
78637J402
1
Names of Reporting Persons
Ayrton Capital LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
278,548.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
278,548.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
278,548.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.99 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
78637J402
1
Names of Reporting Persons
Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
278,548.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
278,548.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
278,548.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.99 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
78637J402
1
Names of Reporting Persons
Waqas Khatri
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
278,548.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
278,548.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
278,548.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.99 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
RENX ENTERPRISES CORP.
(b)
Address of issuer's principal executive offices:
1111 Brickell Ave., Floor 11, Suite 109, Miami, FL 33131
Item 2.
(a)
Name of person filing:
(i) Ayrton Capital LLC; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B; and (iii) Waqas Khatri
(b)
Address or principal business office or, if none, residence:
(i) Ayrton Capital LLC, 55 Post Rd West, 2nd Floor Westport, CT 06880; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, Suite #7 Grand Pavilion Commercial Centre, 802 West Bay Road, Grand Cayman, P.O. Box 10250, Cayman Islands; and (iii) Waqas Khatri 55 Post Rd West, 2nd Floor Westport, CT 06880
(c)
Citizenship:
(i) Ayrton Capital LLC: United States; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: Cayman Islands; and (iii) Waqas Khatri: United States
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP Number(s):
78637J402
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Ayrton Capital LLC: 278,548; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 278,548; and (iii) Waqas Khatri: 278,548. Represents (i) 50 shares of Common Stock held by the Reporting Persons; and (ii) 278,498 shares of Common Stock issuable on the exercise of certain warrants (the "Warrants") and conversion of certain convertible notes/preferred equity (the "Notes") held by the Reporting Persons. The issuable shares of Common Stock related to the exercise of the Warrants and conversion of the Notes/Preferred Equity are both subject to a 9.99% beneficial ownership blocker. The shares reported herein represent Common Stock of RENX ENTERPRISES CORP. (the "Issuer") held by Alto Opportunity Master Fund, SPC- Segregated Master Portfolio B, a Cayman Islands exempted company (the "Fund"). The Fund is a private investment vehicle for which Ayrton Capital LLC, a Delaware limited liability company (the "Investment Manager"), serves as the investment manager. Waqas Khatri serves as the managing member of the Investment Manager (all of the foregoing, collectively, the "Reporting Persons").
(b)
Percent of class:
The percentages below are based on (i) 2,507,537 shares of Common Stock of the Issuer that were outstanding as of March 31, 2026; and (ii) 278,498 shares of Common Stock issuable on the exercise of the Warrants and conversion of the Notes/Preferred Equity held by the Reporting Persons. The amount of shares outstanding was based upon a statement in the Issuer's 10-K filed on April 1, 2026. For the sake of clarity, the holdings of the Reporting Persons reported herein are as of March 31, 2026. (i) Ayrton Capital LLC: 9.99%; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 9.99%; and (iii) Waqas Khatri: 9.99%.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(i) Ayrton Capital LLC: 278,548; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 278,548; and (iii) Waqas Khatri: 278,548
(ii) Shared power to vote or to direct the vote:
(i) Ayrton Capital LLC: 0; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 0; and (iii) Waqas Khatri: 0
(iii) Sole power to dispose or to direct the disposition of:
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Ayrton Capital LLC
Signature:
/s/ Waqas Khatri
Name/Title:
Waqas Khatri / Managing Member
Date:
05/11/2026
Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B
