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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
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X0202 SCHEDULE 13D/A 0002119432 XXXXXXXX LIVE 1 Common Stock, par value $0.0001 per share 06/18/2026 false 0001896212 20678X502 CDT Equity Inc. 4851 TAMIAMI TRAIL NORTH SUITE 200 NAPLES FL 34103 Mark Taylor 64-21-68 1231 418 Speargrass Flat Road Queenstown Q2 9371 0002119432 N Taylor Mark Andrew OO N Q2 0.00 0.00 0.00 0.00 0.00 N 0 IV This constitutes an exit filing for the Reporting Person. The percentage ownership of shares of common stock, par value $0.0001 per share (the "Common Stock"), of CDT Equity Inc., a Delaware corporation (the "Issuer"), set forth in this Amendment No. 1 to the Schedule 13D (the "Amendment No. 1") is based upon 4,722,458 shares of Common Stock outstanding as of June 22, 2026, as independently confirmed by the Issuer. 0002120744 N Prospect Capital Securities Ltd OO N Q2 0.00 0.00 0.00 0.00 0.00 N 0 OO This constitutes an exit filing for the Reporting Person. The percentage ownership of shares of Common Stock set forth in this Amendment No. 1 is based upon 4,722,458 shares of Common Stock outstanding as of June 22, 2026, as independently confirmed by the Issuer. 0002120961 N Prospect Finance Ltd OO N Q2 0.00 0.00 0.00 0.00 0.00 N 0 OO This constitutes an exit filing for the Reporting Person. The percentage ownership of shares of Common Stock set forth in this Amendment No. 1 is based upon 4,722,458 shares of Common Stock outstanding as of June 22, 2026, as independently confirmed by the Issuer. Common Stock, par value $0.0001 per share CDT Equity Inc. 4851 TAMIAMI TRAIL NORTH SUITE 200 NAPLES FL 34103 This Amendment No. 1 relates to the common stock, par value $0.0001 per share (the "Common Stock"), of CDT Equity Inc., a Delaware corporation (the "Issuer"). Effective as of the opening of market on March 26, 2026, the Issuer effected a 1-for-25 reverse split of the outstanding Common Stock pursuant to which each 25 shares of Common Stock was combined into one share of Common Stock. The number of shares of Common Stock reported herein give effect to such reverse stock split. The principal executive office of the Issuer is located at 4851 Tamiami Trail North, Suite 200, Naples, Florida 34103. This Amendment No. 1 amends and supplements the Statement on Schedule 13D, initially filed by the Reporting Persons with the U.S. Securities and Exchange Commission (the "SEC") on March 30, 2026 (collectively with this Amendment No. 1, the "Schedule 13D"). Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D. Except as otherwise set forth herein, this Amendment No. 1 does not modify any of the information previously reported by the Reporting Persons in the Schedule 13D. The purpose of this Amendment No. 1 is to update the Reporting Persons' beneficial ownership information in the Schedule 13D to indicate that the Reporting Persons have ceased to be the beneficial owners of more than five percent of the shares of the outstanding Common Stock. Therefore, this Amendment No. 1 also constitutes an exit filing for each of the Reporting Persons. Except as specifically amended below, all other provisions of the Schedule 13D remain in effect. The information contained in "Item 2. Identity and Background" of the Schedule 13D is not being amended by this Amendment No. 1 "Item 3. Source and Amount of Funds or Other Consideration" of the Schedule 13D is hereby amended to add the following: On June 18, 2026, Prospect Capital sold 5,000 and 1,464,711 shares of the Common Stock in the open market at a sales price per share of $0.7052 and $1.44, respectively. On June 18, 2026, Prospect Finance sold 5,000 shares of the Common Stock in the open market at a sales price per share of $0.751 and 593,289 shares of the Common Stock in the open market at sales prices ranging from $1.25 to $1.67,as further described on Schedule I attached hereto. The information contained in "Item 4. Purpose of Transaction" of the Schedule 13D is not being amended by this Amendment No. 1. The percentage ownership of shares of Common Stock set forth in this Amendment No. 1 is based upon 4,722,458 shares of Common Stock outstanding as of June 22, 2026, as independently confirmed by the Issuer. Prospect Capital owns directly 0 shares of Common Stock, which represented approximately 0.0% of the issued and outstanding shares of Common Stock as of June 22, 2026. Prospect Finance owns directly 0 shares of Common Stock, which represented approximately 0.0% of the issued and outstanding shares of Common Stock as of June 22, 2026. Mr. Taylor does not directly own any shares of Common Stock. Mr. Taylor is the sole director and sole shareholder of each of Prospect Capital and Prospect Finance, and as such has shared voting and dispositive power over the shares of Common Stock held by them. By virtue of these relationships, Mr. Taylor may be deemed to beneficially own the shares of Common Stock held of record by each of Prospect Capital and Prospect Finance, which represented approximately 0.0% of the issued and outstanding shares of Common Stock as of June 22, 2026. Mr. Taylor disclaims any such beneficial ownership except to the extent of his pecuniary interest therein. Prospect Capital: Sole power to vote or to direct the vote: 0 Shared power to vote or to direct the vote: 0 Sole power to dispose or to direct the disposition of: 0 Shared power to dispose or to direct the disposition of: 0 Prospect Finance: Sole power to vote or to direct the vote: 0 Shared power to vote or to direct the vote: 0 Sole power to dispose or to direct the disposition of: 0 Shared power to dispose or to direct the disposition of: 0 Mr. Taylor: Sole power to vote or to direct the vote: 0 Shared power to vote or to direct the vote: 0 Sole power to dispose or to direct the disposition of: 0 Shared power to dispose or to direct the disposition of: 0 Except as set forth in Item 3 and Schedule I of this Amendment No. 1, the Reporting Persons have not engaged in any transaction with respect to the Common Stock during the sixty days prior to the date of filing this Amendment No. 1. Not applicable On June 18, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the outstanding shares of Common Stock. The information contained in "Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer" of the Schedule 13D is not being amended by this Amendment No. 1. The information contained in "Item 7. Material to be filed as Exhibits" of the Schedule 13D is not being amended by this Amendment No. 1. Taylor Mark Andrew /s/ Taylor Mark Andrew Taylor Mark Andrew 06/23/2026 Prospect Capital Securities Ltd /s/ Mark Taylor Mark Taylor, Director 06/23/2026 Prospect Finance Ltd /s/ Mark Taylor Mark Taylor, Director 06/23/2026