Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 2)*
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Ridgepost Capital, Inc. (Name of Issuer) |
Class A Common Stock, par value $0.001 per share (Title of Class of Securities) |
69376K106 (CUSIP Number) |
12/31/2025 (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)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 69376K106 |
| 1 | Names of Reporting Persons
MAW Management Co. | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
104,698.00 | ||||||||
| 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)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Note to Row 6: Beneficial ownership consists of Class B Common Stock. Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock. This figure gives effect to the voting power of the Class B Common Stock, which entitles its holder to ten votes for each share held, until a Sunset becomes effective. A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. Note to Row 11: Represents beneficial ownership of Class A common stock, as calculated in accordance with Rule 13d-3(d)(1)(i) of the Securities Exchange Act of 1934 (the "Act"), based on the number of Class A common stock reported outstanding by the Issuer on November 07, 2025.
SCHEDULE 13G
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| CUSIP No. | 69376K106 |
| 1 | Names of Reporting Persons
TrueBridge Colonial Fund, U/A dated 11/15/2015 | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
7,673,189.00 | ||||||||
| 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)
9.23 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Note to Row 6: Beneficial ownership consists of both Class A Common Stock and Class B Common Stock. Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock. This figure gives effect to the voting power of the Class B Common Stock, which entitles its holder to ten votes for each share held, until a Sunset becomes effective. A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. Note to Rows 6, 7 and 9: Includes 1,181,313 shares of Class A Common Stock held by Team Ascent LLC, which is wholly-owned by the Reporting Person. Note to Row 11: Represents beneficial ownership of Class A common stock, as calculated in accordance with Rule 13d-3(d)(1)(i) of the Act, based on the number of Class A common stock reported outstanding by the Issuer on November 07, 2025.
SCHEDULE 13G
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| CUSIP No. | 69376K106 |
| 1 | Names of Reporting Persons
The Mel Williams Irrevocable Trust u/a/d August 12, 2015 | ||||||||
| 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
NEVADA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
8,313,851.00 | ||||||||
| 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)
10.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Note to Row 6: Beneficial ownership consists of Class A Common Stock and Class B Common Stock. Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock. This figure gives effect to the voting power of the Class B Common Stock, which entitles its holder to ten votes for each share held, until a Sunset becomes effective. A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. Note to Row 11: Represents beneficial ownership of Class A common stock, as calculated in accordance with Rule 13d-3(d)(1)(i) of the Act, based on the number of Class A common stock reported outstanding by the Issuer on November 07, 2025.
SCHEDULE 13G
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| CUSIP No. | 69376K106 |
| 1 | Names of Reporting Persons
Edwin A. Poston Revocable Trust | ||||||||
| 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
NORTH CAROLINA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
521,664.00 | ||||||||
| 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)
0.7 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Note to Row 11: Represents beneficial ownership of Class A common stock, as calculated in accordance with Rule 13d-3(d)(1)(i) of the Act, based on the number of Class A common stock reported outstanding by the Issuer on November 07, 2025.
SCHEDULE 13G
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| CUSIP No. | 69376K106 |
| 1 | Names of Reporting Persons
Edwin A. Poston | ||||||||
| 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
NORTH CAROLINA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
8,255,355.00 | ||||||||
| 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)
9.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN, HC |
Comment for Type of Reporting Person: Note to Row 5: Beneficial ownership consists of Class A Common Stock and Class B Common Stock. Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock. This figure gives effect to the voting power of the Class B Common Stock, which entitles its holder to ten votes for each share held, until a Sunset becomes effective. A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. Note to Rows 5, 7 and 9: This amount includes shares of the Issuer held (i) directly and indirectly by TrueBridge Colonial Fund, U/A dated 11/15/2015 and (ii) Edwin A. Poston Revocable Trust. Note to Row 11: Represents beneficial ownership of Class A common stock, as calculated in accordance with Rule 13d-3(d)(1)(i) of the Act, based on the number of Class A common stock reported outstanding by the Issuer on November 07, 2025.
SCHEDULE 13G
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| CUSIP No. | 69376K106 |
| 1 | Names of Reporting Persons
Mel Williams | ||||||||
| 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
NORTH CAROLINA
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
8,547,585.00 | ||||||||
| 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)
10.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Note to Row 5: Beneficial ownership consists of Class A Common Stock and Class B Common Stock. Holders of Class B Common Stock may elect to convert such shares on a one-for-one basis into Class A Common Stock at any time. After a Sunset (as defined below) becomes effective, each share of Class B Common Stock will automatically convert into Class A Common Stock. This figure gives effect to the voting power of the Class B Common Stock, which entitles its holder to ten votes for each share held, until a Sunset becomes effective. A "Sunset" is triggered by any of the earlier of the following: (i) the Sunset Holders (as defined in the amended and restated certificate of incorporation of the Issuer (the "Charter")) cease to maintain direct or indirect beneficial ownership of 10% of the outstanding shares of Class A Common Stock (determined assuming all outstanding shares of Class B Common Stock have been converted into Class A Common Stock), (ii) the Sunset Holders collectively cease to maintain direct or indirect beneficial ownership of at least 25% of the aggregate voting power of the outstanding shares of Common Stock, and (iii) upon the tenth anniversary of the effective date of the Charter. Note to Row 5, 7 and 9: Includes shares of the Issuer held by (i) MAW Management Co. and (ii) The Mel Williams Irrevocable Trust u/a/d August 12, 2015. Note to Row 11: Represents beneficial ownership of Class A common stock, as calculated in accordance with Rule 13d-3(d)(1)(i) of the Act, based on the number of Class A common stock reported outstanding by the Issuer on November 07, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Ridgepost Capital, Inc. | |
| (b) | Address of issuer's principal executive offices:
The Issuer's principal executive offices are located at: 2699 Howell Street, Suite 1000, Dallas, TX. 75204 | |
| Item 2. | ||
| (a) | Name of person filing:
| |
| (b) | Address or principal business office or, if none, residence:
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| (c) | Citizenship:
This statement is filed by: (i) MAW Management Co., a Delaware corporation ("MAW Management"); (ii) TrueBridge Colonial Fund U/A, dated 11/15/2015, an irrevocable trust governed by the laws of Delaware (the "Colonial Fund"); (iii) The Mel Williams Irrevocable Trust u/a/d August 12, 2015, an irrevocable trust governed by the laws of Nevada (the "Mel Trust"); (iv) Edwin A. Poston Revocable Trust, a revocable trust governed by the laws of North Carolina (the "Edwin Trust"); (v) TrueBridge Ascent LLC, formerly a Delaware limited liability company ("TrueBridge Ascent"); (vi) Edwin A. Poston, a United States citizen ("Mr. Poston"); and (vii) Mel Williams, a United States citizen ("Mr. Williams"). Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." The address of the principal business office of each of the Reporting Persons is c/o Ridgepost Capital, Inc., 2699 Howell Street, Suite 1000, Dallas, TX. | |
| (d) | Title of class of securities:
Class A Common Stock, par value $0.001 per share | |
| (e) | CUSIP No.:
69376K106 | |
| 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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (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:
MAW Management is the direct beneficial holder of 104,698 shares of Class B Common Stock. The holders of Class B Common Stock may elect to convert on a one-for-one basis into Class A Common Stock at any time. Mr. Williams, as the president of MAW Management, may be deemed to beneficially own the shares of Class B Common Stock owned directly by MAW Management. The Colonial Fund is the direct beneficial holder of 1,181,313 shares of Class A Common Stock, the indirect beneficial holder of 1,275,230 shares of Class A Common Stock through Team Ascent LLC, which the Colonial Fund wholly owns, and the direct beneficial holder of 5,216,646 shares of Class B Common Stock. The holders of Class B Common Stock may elect to convert on a one-for-one basis into Class A Common Stock at any time. Mr. Poston, as a beneficiary of the TrueBridge Fund, may be deemed to beneficially own the shares of Class A Common Stock and Class B Common Stock beneficially owned by the TrueBridge Fund. The Mel Trust is the direct beneficial holder of 4,018,995 shares of Class A Common Stock and 4,294,856 shares of Class B Common Stock. The holders of Class B Common Stock may elect to convert on a one-for-one basis into Class A Common Stock at any time. Mr. Williams, as a beneficiary of the Mel Trust, may be deemed to beneficially own the shares of Class A Common Stock and Class B Common Stock owned directly by the Mel Trust. The Edwin Trust is the direct beneficial holder of 521,664 shares of Class A Common Stock. Mr. Poston, as the sole trustee of the Edwin Trust, may be deemed to beneficially own the shares of Class A Common Stock owned directly by the Edwin Trust. TrueBridge Ascent LLC, previously jointly filed with the Reporting Persons, but was dissolved on December 23, 2025. The shares of the Issuer held by the Reporting Person at the time of dissolution were distributed to the MAW Management Co. (who in turn transferred the shares of the Issuer to Mr. Williams) and the Colonial Fund. Mr. Poston is the direct beneficial holder of 60,502 shares of Class A common stock. Mr. Williams is the direct beneficial holder of 129,036 shares of Class A common stock. | |
| (b) | Percent of class:
The following percentages are based on (i) the number of shares that may be deemed to be beneficially owned by the Reporting Persons as of December 31, 2025, and (ii) the number of shares of Class A common stock deemed outstanding (77,914,619 shares) by the Issuer on November 07, 2025. As of the close of business on December 31, 2025, Mr. Poston beneficially owned approximately 9.9% of the outstanding shares of Class A Common Stock. As of the close of business on December 31, 2025, Mr. Williams beneficially owned approximately 10.4% of the outstanding shares of Class A Common Stock. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See row 5 of the cover pages | ||
| (ii) Shared power to vote or to direct the vote:
See row 6 of the cover pages | ||
| (iii) Sole power to dispose or to direct the disposition of:
See row 7 of the cover pages | ||
| (iv) Shared power to dispose or to direct the disposition of:
See row 8 of the cover pages | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
|
Ownership of 5 percent or less of a class
| ||
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.
This Amendment is being filed to report the dissolution of the group previously reported under Section 13(d). The group was dissolved on December 23, 2025. The Reporting Persons are no longer acting as a group for purposes of Rule 13d-5(b) under the Securities Exchange Act of 1934. Each Reporting Person disclaims membership in any such group and disclaims beneficial ownership of any shares of the Issuer's securities other than those reported herein as directly or beneficially owned by such Reporting Person. Mr. Poston and Mr. Williams will continue to file in their individual capacities with respect to all shares of the Issuer beneficially owned by each such individual. | ||
| Item 10. | Certifications: |
Not Applicable
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| 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.
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