Amendment: SEC Form SC 13G/A filed by GigCapital7 Corp.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

GigCapital7 Corp.

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G38648104 

(CUSIP Number)

NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0702

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

September 30, 2024

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

þ  Rule 13d-1(b)
¨  Rule 13d-1(c)
¨  Rule 13d-1(d)

^* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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).

Item 1.

GigCapital7 Corp.

1731 Embarcadero Rd., Suite 200, Palo Alto, CA 94303

Item 2.

This Statement (the “Statement”) is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):

1555 Post Road East, Suite 202, Westport, CT 06880

Yakira Capital Management, Inc. and Yakira Partners L.P. are Delaware entities.

Yakira Enhanced Offshore Fund Ltd. and MAP 136 Segregated Portfolio are Cayman Island entities.

YP Management, L.L.C. is a New York entity.

Bruce M. Kallins is a U.S. Citizen.

Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”)

G38648104

Item 3. Filing pursuant to §240.13d-1(b)

If this statement is filed pursuant to Sec. 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a :

Item 4.   Ownership

The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The ownership percentage is based on the Issuer’s issued and outstanding Class A Ordinary Shares as of November 4, 2024 as disclosed in the Issuer’s Quarterly Report on the Form 10-Q filed on November 4, 2024.

The Funds are private investment vehicles. The Investment Manager is the investment manager to the Funds, and also manages accounts on a discretionary basis (the “Accounts”). The Funds and the Accounts directly own Class A Ordinary Shares reported in this Statement. Mr. Kallins may be deemed to control the Investment Manager. The Investment Manager and Mr. Kallins may be deemed to beneficially own Class A Ordinary Shares owned directly by the Funds and the Accounts and have voting and disposition power over the Class A Ordinary Shares. The General Partner is the general partner of the Domestic Fund and thus may be deemed to beneficially own the Class A Ordinary Shares owned directly by the Domestic Fund. Each Reporting Person disclaims beneficial ownership with respect to any shares other than the shares owned directly by such Reporting Person.

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].

Item 6. Ownership of More than Five Percent on Behalf of another Person.

Not Applicable

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not Applicable

Item 8. Identification and Classification of Members of the Group.

Not Applicable

Item 9. Notice of Dissolution of Group.

Not Applicable

Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

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.