Beneficial Ownership Report · SCHEDULE 13G/A
BTC Development Corp.
BDCINASDAQEQUITYCurrent
Beneficial Ownership Report
Structured filing — SCHEDULE 13G/A
primary_doc.xml
Amendment · This filing reports the amendment as submitted.
Subject company
- Company
- BTC Development Corp.
- Company CIK
- 0002042292
- Street
- 2929 ARCH STREET, SUITE 1703
- Street (continued)
- 2929 ARCH STREET, SUITE 1703
- City
- PHILADELPHIA
- State / country code
- PA
- Postal code
- 19104
Statement details
- Amendment number
- 1
- Security class
- Class A ordinary shares
- Event date
- 09/30/2026
- Rule designation
- Rule 13d-1(c)
Reporting person 1
- Name
- RP Investment Advisors LP
- Citizenship / organization
- A6
- Reporting person type
- IA · PN · FI
- Group designation
- b
- Aggregate amount owned
- 1,009,018.00
- Percent of class
- 3.9
- Sole voting power
- 0.00
- Shared voting power
- 1,009,018.00
- Sole dispositive power
- 0.00
- Shared dispositive power
- 1,009,018.00
- Comments
- Based upon 26,060,000 Class A ordinary shares outstanding, as reported by the Issuer in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2026.
Reporting person 2
- Name
- RP Select Opportunities Master Fund Ltd.
- Citizenship / organization
- E9
- Reporting person type
- FI
- Group designation
- b
- Aggregate amount owned
- 767,242.00
- Percent of class
- 2.9
- Sole voting power
- 0.00
- Shared voting power
- 767,242.00
- Sole dispositive power
- 0.00
- Shared dispositive power
- 767,242.00
- Comments
- Based upon 26,060,000 Class A ordinary shares outstanding, as reported by the Issuer in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2026.
Reporting person 3
- Name
- RP Debt Opportunities Fund Ltd.
- Citizenship / organization
- E9
- Reporting person type
- FI
- Group designation
- b
- Aggregate amount owned
- 37,978.00
- Percent of class
- 0.2
- Sole voting power
- 0.00
- Shared voting power
- 37,978.00
- Sole dispositive power
- 0.00
- Shared dispositive power
- 37,978.00
- Comments
- Based upon 26,060,000 Class A ordinary shares outstanding, as reported by the Issuer in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2026.
Reporting person 4
- Name
- RP Alternative Global Bond Fund
- Citizenship / organization
- A6
- Reporting person type
- FI
- Group designation
- b
- Aggregate amount owned
- 84,327.00
- Percent of class
- 0.3
- Sole voting power
- 0.00
- Shared voting power
- 84,327.00
- Sole dispositive power
- 0.00
- Shared dispositive power
- 84,327.00
- Comments
- Based upon 26,060,000 Class A ordinary shares outstanding, as reported by the Issuer in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2026.
Reporting person 5
- Name
- RP Alternative Credit Opportunities Fund
- Citizenship / organization
- A6
- Reporting person type
- FI
- Group designation
- b
- Aggregate amount owned
- 119,471.00
- Percent of class
- 0.5
- Sole voting power
- 0.00
- Shared voting power
- 119,471.00
- Sole dispositive power
- 0.00
- Shared dispositive power
- 119,471.00
- Comments
- Based upon 26,060,000 Class A ordinary shares outstanding, as reported by the Issuer in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2026.
Item 1
Issuer
BTC Development Corp.
Principal executive office address
2929 ARCH STREET, SUITE 1703, 2929 ARCH STREET, SUITE 1703, PHILADELPHIA, PENNSYLVANIA, 19104.
Item 2
Citizenship
See Item 4 on the cover page(s) hereto.
Filing person
This statement is jointly filed by and on behalf of each of RP Investment Advisors LP, RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund and RP Alternative Credit Opportunities Fund (the "Funds"). RP Select Opportunities Master Fund Ltd., RP Debt Opportunities Fund Ltd., RP Alternative Global Bond Fund and RP Alternative Credit Opportunities Fund (the "Funds") are the record and direct beneficial owners of the securities covered by this statement. RP Investment Advisors LP is the investment advisor of, and may be deemed to beneficially own securities owned by, the Funds. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement. Each of the reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be contrued as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
Principal business or residence address
The address of the principal business office of each of the reporting persons is 39 Hazelton Avenue, Toronto, Ontario, Canada, M5R 2E3.
Item 3
Not applicable indication
Y
Item 4
Percent of class
See Item 11 on the cover page(s) hereto.
Amount beneficially owned
See Item 9 on the cover page(s) hereto.
Sole voting power
See Item 5 on the cover page(s) hereto.
Shared voting power
See Item 6 on the cover page(s) hereto.
Sole dispositive power
See Item 7 on the cover page(s) hereto.
Shared dispositive power
See Item 8 on the cover page(s) hereto.
Item 5
Ownership of 5% or less
Y
Item 6
Not applicable indication
Y
Item 7
Not applicable indication
Y
Item 8
Not applicable indication
Y
Item 9
Not applicable indication
Y
Item 10
Not applicable indication
N
Certifications
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.
Exhibits
Exhibit 99.1 Joint Filing Agreement (filed herewith).
Signature 1
- Reporting person
- RP Investment Advisors LP
- Signed
- /s/ Richard Pilosof
- Title
- Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
- Date
- 11/12/2026
Signature 2
- Reporting person
- RP Select Opportunities Master Fund Ltd.
- Signed
- /s/ Richard Pilosof
- Title
- Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
- Date
- 11/12/2026
Signature 3
- Reporting person
- RP Debt Opportunities Fund Ltd.
- Signed
- /s/ Richard Pilosof
- Title
- Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
- Date
- 11/12/2026
Signature 4
- Reporting person
- RP Alternative Global Bond Fund
- Signed
- /s/ Richard Pilosof
- Title
- Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
- Date
- 11/12/2026
Signature 5
- Reporting person
- RP Alternative Credit Opportunities Fund
- Signed
- /s/ Richard Pilosof
- Title
- Richard Pilosof, Chief Executive Officer, RP Investment Advisors LP by its General Partner RP Investment Advisors GP Inc.
- Date
- 11/12/2026
Filed exhibits
Company context
We are a blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or other similar business combination involving one or more businesses or assets, which we refer to throughout this prospectus as our initial business combination. To date, our efforts have been limited to organizational activities as well as activities related to this offering. We have not identified any acquisition target and we have not, nor has anyone on our behalf, initiated any discussions, directly or indirectly, with respect to identifying any acquisition target. We have generated no operating revenues to date and we do not expect that we will generate operating revenues until we consummate our initial business combination.
Current securities
Recent company filings
- 10-Q filingNov 10, 2026
- SCHEDULE 13G - filed by WOLVERINE ASSET MANAGEMENT LLC regarding BTC Development Corp.Oct 7, 2026
- SCHEDULE 13G/A - filed by METEORA CAPITAL, LLC regarding BTC Development Corp.Aug 14, 2026
- 10-Q filingAug 10, 2026
- SCHEDULE 13G - filed by METEORA CAPITAL, LLC regarding BTC Development Corp.May 15, 2026