Form SCHEDULE 13D/A SharonAI Holdings Inc. Filed by: Situational Awareness LP

77 Federal Street, Floor 4, San Francisco, CA 94107

Adviser is the investment adviser to the Fund. General Partner is the general partner of the Fund. SA LLC is the general partner of Adviser. Mr. Aschenbrenner is the managing partner and control person of Adviser and General Partner and the manager of SA LLC. Mr. Shulman is the co-portfolio manager of the Fund.

During the last five years, none of the reporting persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the last five years, none of the reporting persons was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

For citizenship of the reporting persons, see Item 6 of each reporting person's cover page.

The Fund used its working capital to purchase the Issuer's Class A Ordinary Common Stock. The amount of funds used in purchasing the Issuer's Class A Ordinary Common Stock was $523,883,130.66.

The reporting persons are filing this Schedule 13D pursuant to rule 13d-1(f) because the Fund's beneficial ownership of the Issuer's Class A Ordinary Common Stock ("Stock") exceeds 20% of that class effective as of August 27, 2026. The reporting persons have not, however, acquired any securities of the Issuer with the purpose or effect of changing or influencing control of the Issuer, or in connection with or as a participant in any transaction having that purpose or effect. The reporting persons acquired shares of the Stock for investment purposes based on their belief that the Stock, when purchased, was undervalued and represented an attractive investment opportunity. The reporting persons will routinely monitor the Issuer regarding a wide variety of factors that affect their investment considerations, including, current and anticipated future trading prices of the Stock and other securities, the Issuer's operations, assets, prospects, financial position, and business development, Issuer's management, Issuer-related competitive and strategic matters, general economic, financial market and industry conditions, and other investment considerations. Depending on their evaluation of various factors, the reporting persons may take such actions regarding their holdings of the Issuer's securities as they deem appropriate in light of circumstances existing from time to time. Such actions may include purchasing additional Stock in the open market, through privately negotiated transactions with third parties or otherwise, and selling at any time, in the open market, through privately negotiated transactions with third parties or otherwise, all or part of the Stock that they now own or hereafter acquire. The reporting persons also may from time to time enter into or unwind hedging or other derivative transactions with respect to the Stock or pledge their interests in the Stock to obtain liquidity. In addition, from time to time the reporting persons and their representatives and advisers may communicate with other stockholders, industry participants and other interested parties about the Issuer. The reporting persons have no present plan or proposal that relates to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D. However, the reporting persons may recommend action to the Issuer's management, board of directors and stockholders. Any such actions could involve one or more of the events referred to in clauses (a) through (j) of Item 4 of Schedule 13D, including, potentially, one or more mergers, consolidations, sales or acquisitions of assets, changes in control, issuances, purchases, dispositions or pledges of securities or other changes in capitalization.

Adviser: 8,070,950 General Partner: 8,070,950 SA LLC: 8,070,950 Fund: 8,070,950 Aschenbrenner: 8,070,950 Shulman: 8,070,950 Aggregate percentage of the Class A Ordinary Common Stock beneficially owned by the reporting persons: Adviser: 21.1% General Partner: 21.1% SA LLC: 21.1% Fund: 21.1% Aschenbrenner: 21.1% Shulman: 21.1%

(i) Sole power to vote or to direct the vote: Adviser: 0 General Partner: 0 SA LLC: 0 Fund: 0 Aschenbrenner: 0 Shulman: 0 (ii) Shared power to vote or to direct the vote: Adviser: 8,070,950 General Partner: 8,070,950 SA LLC: 8,070,950 Fund: 8,070,950 Aschenbrenner: 8,070,950 Shulman: 8,070,950 (iii) Sole power to dispose or to direct the disposition of: Adviser: 0 General Partner: 0 SA LLC: 0 Fund: 0 Aschenbrenner: 0 Shulman: 0 (iv) Shared power to dispose or to direct the disposition of: Adviser: 8,070,950 General Partner: 8,070,950 SA LLC: 8,070,950 Fund: 8,070,950 Aschenbrenner: 8,070,950 Shulman: 8,070,950

On September 15, 2026, the Fund exercised prefunded warrants to purchase 2,674,823 shares of the Issuer's Class A Ordinary Common Stock from the Issuer for a price of $0.0001 per share. The reporting persons have not effected any other transactions in the Issuer's Class A Ordinary Common Stock since the reporting persons filed the prior Schedule 13D.

Not applicable.

Not applicable.

Adviser is the investment adviser to its clients pursuant to investment management agreements or limited partnership agreements providing to Adviser the authority, among other things, to invest the funds of such clients in securities of the Issuer, to vote and dispose of such securities and to file this statement on behalf of such clients. Pursuant to such limited partnership agreements, General Partner is entitled to allocations based on assets under management and realized and unrealized gains. Pursuant to such investment management agreements, Adviser is entitled to fees based on assets under management and realized and unrealized gains. On June 17, 2026, the Fund entered into a Registration Rights Agreement with the Issuer (the "Registration Rights Agreement") pursuant to which the Issuer agreed to file a registration statement (the "Registration Statement") with the Securities and Exchange Commission (the "Commission") covering the resale of shares of Class A Ordinary Common Stock purchased by the Fund from the Issuer pursuant to a Securities Purchase Agreement dated June 17, 2026 (the "Purchase Agreement"), including shares issuable on exercise of the Prefunded Warrant described below (collectively, the "Registrable Securities"). Under the Registration Rights Agreement, the Issuer was required to file the Registration Statement with the Commission no later than the 45th calendar day following the date of the Registration Rights Agreement. The Issuer was required to use its reasonable best efforts to cause the Registration Statement to be declared effective by the Commission no later than the 60th calendar day following the date of the Registration Rights Agreement (or the 90th calendar day in the event of a "full review" by the Commission). The Registration Statement was required to be on Form S-3 (or, if the Issuer is not then eligible to use Form S-3, on another appropriate form). If the Issuer failed to file the Registration Statement by the required filing date or failed to cause the Registration Statement to be declared effective by the required effectiveness date, or if the Registration Statement ceases to remain continuously effective as to all Registrable Securities for more than 20 consecutive calendar days or more than 60 calendar days in any 12-month period (each, an "Event"), the Issuer is required to pay to the Fund, as partial liquidated damages, an amount in cash equal to 1.0% of the aggregate subscription amount paid by the Fund pursuant to the Purchase Agreement for the Registrable Securities on each monthly anniversary of such Event date until the applicable Event is cured. The maximum aggregate liquidated damages payable to the Fund under the Registration Rights Agreement is 5.0% of the aggregate subscription amount paid by the Fund pursuant to the Purchase Agreement. The Registration Rights Agreement also contains customary indemnification and contribution provisions. In addition, the Issuer agreed to reimburse Oaktree Fund Administration, LLC for reasonable and documented legal fees and expenses incurred in connection with the Registration Rights Agreement in an amount not to exceed $50,000. Pursuant to the Purchase Agreement, the Fund acquired a prefunded warrant (the "Prefunded Warrant") to purchase 6,374,823 shares of Class A Ordinary Common Stock for a purchase price of $0.0001 per share. The prefunded warrant was immediately exercisable and has no expiration date. On June 30, 2026, the Fund partially exercised the prefunded warrant to purchase 3,700,000 shares of Class A Ordinary Common Stock. On September 15, 2026, the Fund exercised the prefunded warrant to purchase the remaining 2,674,823 shares or Class A Common Stock. As a result of these exercises, the Prefunded Warrant has terminated. The terms and provisions of the Purchase Agreement, the Registration Rights Agreement and Prefunded Warrant are described more fully in, and the above summary is qualified by reference to the full text of, the Purchase Agreement, the Registration Rights Agreement and the Prefunded Warrant, which are filed as Exhibits 99.2, 99.3 and 99.4 to this Schedule 13D and are incorporated herein by reference.

Exhibit 99.1 Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G Exhibit 99.2 Form of Securities Purchase Agreement - Equity (with pre-funded warrants) filed as Exhibit 10.5 to the Form 8-K filed by the Issuer on June 17, 2026 and incorporated herein by reference Exhibit 99.3 Form of Registration Rights Agreement - Equity filed as Exhibit 10.2 to the Form 8-K filed by the Issuer on June 17, 2026 and incorporated herein by reference Exhibit 99.4 Form of Prefunded Warrant filed as Exhibit 4.1 to the Form 8-K filed by the Issuer on June 25, 2026 and incorporated herein by reference