Beneficial Ownership Report · SCHEDULE 13D/A

Icahn Enterprises, L.P.

IEPNASDAQEQUITYCurrent

Beneficial Ownership Report

Filed Sep 25, 2026Accepted Sep 25, 2026, 4:45 PM EDTFiling CIK 921669Accession 0001539497-26-002605

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Structured filing — SCHEDULE 13D/A

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Amendment · This filing reports the amendment as submitted.

Subject company

Company: Icahn Enterprises L.P.
Company CIK: 0000813762
Street: 16690 COLLINS AVE,
Street (continued): PH-1
City: SUNNY ISLES BEACH
State / country code: FL
Postal code: 33160

Statement details

Amendment number: 86
Security class: Depositary Units Representing Limited Partner Interests
Event date: 09/23/2026
Previously filed indication: false

Authorized notification person 1

Name: Jesse Lynn, Esq.
Phone: (305) 422-4100
Street: 16690 Collins Avenue, Suite PH-1
City: Sunny Isles Beach
State / country code: FL
Postal code: 33160

Reporting person 1

Name: CCI Onshore LLC
Reporting person CIK: 0001327741
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 140,783,739.00
Percent of class: 18.74
Sole voting power: 140,783,739.00
Shared voting power: 0.00
Sole dispositive power: 140,783,739.00
Shared dispositive power: 0.00
Aggregate excludes certain shares: N

Reporting person 2

Name: Gascon Partners
Reporting person CIK: 0001315356
No reporting person CIK indication: N
Citizenship / organization: NY
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 90,575,678.00
Percent of class: 12.05
Sole voting power: 90,575,678.00
Shared voting power: 0.00
Sole dispositive power: 90,575,678.00
Shared dispositive power: 0.00
Aggregate excludes certain shares: N

Reporting person 3

Name: High Coast Limited Partnership
Reporting person CIK: 0000945612
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 470,966,889.00
Percent of class: 62.67
Sole voting power: 330,183,150.00
Shared voting power: 140,783,739.00
Sole dispositive power: 330,183,150.00
Shared dispositive power: 140,783,739.00
Aggregate excludes certain shares: N

Reporting person 4

Name: Highcrest Investors LLC
Reporting person CIK: 0000928475
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: OO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 72,785,046.00
Percent of class: 9.69
Sole voting power: 72,785,046.00
Shared voting power: 0.00
Sole dispositive power: 72,785,046.00
Shared dispositive power: 0.00
Aggregate excludes certain shares: N

Reporting person 5

Name: Thornwood Associates Limited Partnership
Reporting person CIK: 0001257325
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: PN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 24,596,924.00
Percent of class: 3.27
Sole voting power: 24,596,924.00
Shared voting power: 0.00
Sole dispositive power: 24,596,924.00
Shared dispositive power: 0.00
Aggregate excludes certain shares: N

Reporting person 6

Name: Barberry Corp.
Reporting person CIK: 0000860851
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: CO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 24,596,924.00
Percent of class: 3.27
Sole voting power: 0.00
Shared voting power: 24,596,924.00
Sole dispositive power: 0.00
Shared dispositive power: 24,596,924.00
Aggregate excludes certain shares: N

Reporting person 7

Name: Starfire Holding Corporation
Reporting person CIK: 0001008814
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: CO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 72,785,046.00
Percent of class: 9.69
Sole voting power: 0.00
Shared voting power: 72,785,046.00
Sole dispositive power: 0.00
Shared dispositive power: 72,785,046.00
Aggregate excludes certain shares: N

Reporting person 8

Name: MODAL LLC
Reporting person CIK: 0001349835
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: CO · OO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 72,785,046.00
Percent of class: 9.69
Sole voting power: 0.00
Shared voting power: 72,785,046.00
Sole dispositive power: 0.00
Shared dispositive power: 72,785,046.00
Aggregate excludes certain shares: N

Reporting person 9

Name: Little Meadow Corp.
Reporting person CIK: 0001044968
No reporting person CIK indication: N
Citizenship / organization: DE
Reporting person type: CO
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 561,542,567.00
Percent of class: 74.73
Sole voting power: 0.00
Shared voting power: 561,542,567.00
Sole dispositive power: 0.00
Shared dispositive power: 561,542,567.00
Aggregate excludes certain shares: N

Reporting person 10

Name: Carl C. Icahn
Reporting person CIK: 0000921669
No reporting person CIK indication: N
Citizenship / organization: X1
Reporting person type: IN
Group designation: a
Source of funds code: OO
Legal proceedings indication: N
Aggregate amount owned: 658,924,537.00
Percent of class: 87.69
Sole voting power: 0.00
Shared voting power: 658,924,537.00
Sole dispositive power: 0.00
Shared dispositive power: 658,924,537.00
Aggregate excludes certain shares: N

Item 1

Issuer

Icahn Enterprises L.P.

Security title

Depositary Units Representing Limited Partner Interests

Principal address

Comment

The Schedule 13D filed with the U.S. Securities and Exchange Commission ("SEC") on September 24, 1990, as previously amended (the "Initial 13D"), is hereby further amended to furnish the additional information set forth in this Amendment No. 86 to the Initial 13D. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Initial 13D.

Item 5

Number of shares

CCI Onshore has sole voting power and sole dispositive power with respect to 140,783,739 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of High Coast, Little Meadow and Mr. Icahn (by virtue of their relationships to CCI Onshore) may be deemed to indirectly beneficially own the Depositary Units which CCI Onshore owns. Each of High Coast, Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Gascon has sole voting power and sole dispositive power with respect to 90,575,678 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Little Meadow and Mr. Icahn (by virtue of their relationships to Gascon) may be deemed to indirectly beneficially own the Depositary Units which Gascon owns. Each of Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. High Coast has sole voting power and sole dispositive power with respect to 330,183,150 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Little Meadow and Mr. Icahn (by virtue of their relationships to High Coast) may be deemed to indirectly beneficially own the Depositary Units which High Coast owns. Each of Little Meadow and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Highcrest has sole voting power and sole dispositive power with respect to 72,785,046 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Starfire, Modal LLC ("Modal"), which owns approximately 99.6% of Starfire and whose sole member is Mr. Icahn, and Mr. Icahn (by virtue of their relationships to Highcrest) may be deemed to indirectly beneficially own the Depositary Units which Highcrest owns. Each of Starfire, Modal and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes. Thornwood has sole voting power and sole dispositive power with respect to 24,596,924 Depositary Units. Pursuant to Rule 13d-3(a) under the Exchange Act, each of Barberry and Mr. Icahn (by virtue of their relationships to Thornwood) may be deemed to indirectly beneficially own the Depositary Units which Thornwood owns. Each of Barberry and Mr. Icahn disclaims beneficial ownership of the Depositary Units for all other purposes.

Transactions

Except for the acquisition of Depositary Units from the Issuer in connection with a quarterly dividend, none of the Reporting Persons effected any transactions in the Issuer's securities during the past sixty (60) days. On September 23, 2026, in connection with the quarterly dividend, CCI Onshore received 8,659,767 Depositary Units, Gascon received 5,571,413 Depositary Units, High Coast received 20,309,942 Depositary Units, Highcrest received 4,477,088 Depositary Units, and Thornwood received 1,512,984 Depositary Units.

Percentage of class

The Reporting Persons may be deemed to beneficially own, in the aggregate, 658,924,537 Depositary Units, representing approximately 87.69% of the Issuer's outstanding Depositary Units (based upon (i) the 710,915,093 Depositary Units stated to be outstanding as of August 4, 2026, by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission on August 5, 2026, plus (ii) the 40,531,194 Depositary Units issued to the Reporting Persons by the Issuer on September 23, 2026, in connection with a regular quarterly distribution of Depositary Units by the Issuer).

Signature 1

Reporting person: CCI Onshore LLC
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 2

Reporting person: Gascon Partners
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 3

Reporting person: High Coast Limited Partnership
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 4

Reporting person: Highcrest Investors LLC
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 5

Reporting person: Thornwood Associates Limited Partnership
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 6

Reporting person: Barberry Corp.
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 7

Reporting person: Starfire Holding Corporation
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 8

Reporting person: MODAL LLC
Signed: /s/ Jesse Lynn
Title: Jesse Lynn / Vice President
Date: 09/25/2026

Signature 9

Reporting person: Little Meadow Corp.
Signed: /s/ Rowella Asuncion-Gumabong
Title: Rowella Asuncion-Gumabong / Vice President
Date: 09/25/2026

Signature 10

Reporting person: Carl C. Icahn
Signed: /s/ Carl C. Icahn
Title: CARL C. ICAHN
Date: 09/25/2026

Company context

Icahn Enterprises L.P., a master limited partnership, is a diversified holding company engaged in seven primary business segments: Investment, Energy, Automotive, Food Packaging, Real Estate, Home Fashion and Pharma.

Current securities

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