Form SCHEDULE 13D/A Inflection Point Acquisi Filed by: Inflection Point Fund I, LP
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Inflection Point Acquisition Corp. V (Name of Issuer) |
Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) |
(CUSIP Number) |
Michael Blitzer 167 Madison Ave, Suite 205 #1017, New York, NY, 10016 212-476-6908 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/24/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Inflection Point Fund I, LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Inflection Point GP I LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Limited liability company
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Michael Blitzer | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A ordinary shares, $0.0001 par value per share | |
| (b) | Name of Issuer:
Inflection Point Acquisition Corp. V | |
| (c) | Address of Issuer's Principal Executive Offices:
167 Madison Ave, Suite 205 #1017, New York,
NEW YORK
, 10016. | |
Item 1 Comment:
Explanatory Note: This Amendment No. 1 ("Amendment No. 1") to Schedule 13D amends and supplements the statement on Schedule 13D originally filed with the United States Securities and Exchange Commission ("SEC") on September 16, 2025 (the "Schedule 13D") by Inflection Point Fund I, LP ("IPF"), Inflection Point GP I LLC ("IPG") and Michael Blitzer (collectively, the "Reporting Persons"). Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
To the extent required by Item 3, the information contained in Item 4 is incorporated herein by reference. | ||
| Item 4. | Purpose of Transaction | |
On September 24, 2026 and September 25, 2026, the Issuer consummated its previously-announced business combination (the "Business Combination") with GOWell Technology Limited ("GOWell"), GOWell Energy Technology ("PubCo"), and IPCV Merger Sub Limited ("Merger Sub"). In connection with the Business Combination, among other things, (a) on September 24, 2026, the Issuer merged with and into PubCo, as a result of which the separate corporate existence of the Issuer ceased and PubCo continued as the surviving company (the "First Merger"), and (b) on September 25, 2026, Merger Sub merged with and into GOWell, as a result of which the separate corporate existence of Merger Sub ceased and GOWell continued as the surviving company and a wholly-owned direct subsidiary of PubCo (the "Second Merger").
Prior to the Business Combination, the aggregate number of Class A Shares beneficially owned by the Reporting Persons was 990,000 shares, which included 990,000 Class A Shares issuable upon the conversion of 990,000 Class B Shares held by the reporting person which may be converted at any time and from time to time at the option of the Reporting Persons.
In connection with the Business Combination, prior to the First Merger, such 990,000 Class B Shares were converted on a one-for-one basis into 990,000 Class A Shares. Further, pursuant to the First Merger, each resulting Class A Share of the Issuer was converted into one ordinary share of PubCo. As a result, following the First Merger, the Reporting Persons beneficially owned 0 Class A Shares of the Issuer. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The information set forth in rows (7) through (13) of the cover pages of this Schedule 13D is incorporated by reference into this Item 5(b).
IPGP is the general partner of IPF and Mr. Blitzer controls IPG. Voting and dispositive power over securities beneficially owned by IPF are vested in an investment committee of three members, including Michael Blitzer, former Chairman and Chief Executive Officer of the Issuer, Kevin Shannon, former Chief Operating Officer of the Issuer, and a third individual who does not have, and has not had during the past three years, any relationship with the Issuer or any of its predecessors or affiliates. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, none of the individuals is deemed a beneficial owner of the entity's securities. Each IPG and Michael Blitzer disclaim any beneficial ownership of the securities held by IPF other than to the extent of any pecuniary interest they may have therein, directly or indirectly. | |
| (b) | The information set forth in rows (7) through (13) of the cover pages of this Schedule 13D is incorporated by reference into this Item 5(a).
The Reporting Persons have sole voting and dispositive power over the Class A Shares reported in this Schedule 13D. | |
| (c) | Except for the transactions described in Item 4 of this Schedule 13D, the Reporting Persons have not engaged in any transaction during the past 60 days involving the ordinary shares of the Issuer. | |
| (d) | To the best knowledge of the Reporting Persons, no one other than the Reporting Persons, or the affiliates of the Reporting Persons, is known to have the right to receive, or the power to direct the receipt of, dividends from, or proceeds from the sale of, the Class A Shares reported herein as beneficially owned by the Reporting Persons. | |
| (e) | Not applicable. | |
| 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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