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    SEC Form SCHEDULE 13G filed by Rezolve AI PLC

    10/2/25 6:27:59 PM ET
    $RZLV
    Computer Software: Programming Data Processing
    Technology
    Get the next $RZLV alert in real time by email



    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    SCHEDULE 13G


    UNDER THE SECURITIES EXCHANGE ACT OF 1934
    Rezolve AI plc

    (Name of Issuer)


    Ordinary Shares, par value (GBP)0.0001 per share (the "Shares")

    (Title of Class of Securities)


    G75398100

    (CUSIP Number)


    09/25/2025

    (Date of Event Which Requires Filing of this Statement)


    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
    Checkbox not checked   Rule 13d-1(b)
    Checkbox checked   Rule 13d-1(c)
    Checkbox not checked   Rule 13d-1(d)






    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Citadel Advisors LLC
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    15,102,535.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    15,102,535.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    15,102,535.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    5.3 %
    12Type of Reporting Person (See Instructions)

    IA, HC, OO

    Comment for Type of Reporting Person:  The percentages reported in this Schedule 13G are based upon 285,174,536 Shares outstanding as of September 25, 2025 (according to the issuer's Form 6-K as filed with the Securities and Exchange Commission on September 26, 2025). Except as described in the preceding sentence, all Shares for the holdings of the reporting persons reported in this Schedule 13G are as of the opening of the market on October 2, 2025.


    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Citadel Advisors Holdings LP
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    15,102,535.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    15,102,535.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    15,102,535.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    5.3 %
    12Type of Reporting Person (See Instructions)

    HC, PN


    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Citadel GP LLC
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    15,102,535.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    15,102,535.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    15,102,535.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    5.3 %
    12Type of Reporting Person (See Instructions)

    HC, OO


    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Citadel Securities LLC
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    305,336.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    305,336.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    305,336.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    0.1 %
    12Type of Reporting Person (See Instructions)

    BD, OO


    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Citadel Securities Group LP
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    560,697.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    560,697.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    560,697.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    0.2 %
    12Type of Reporting Person (See Instructions)

    HC, PN


    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Citadel Securities GP LLC
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    560,697.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    560,697.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    560,697.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    0.2 %
    12Type of Reporting Person (See Instructions)

    HC, OO


    SCHEDULE 13G

    CUSIP No.
    G75398100


    1Names of Reporting Persons

    Kenneth Griffin
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    UNITED STATES
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    15,663,232.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    15,663,232.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    15,663,232.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    5.5 %
    12Type of Reporting Person (See Instructions)

    HC, IN


    SCHEDULE 13G

    Item 1. 
    (a)Name of issuer:

    Rezolve AI plc
    (b)Address of issuer's principal executive offices:

    21 Sackville Street, London, UK, W1S 3DN
    Item 2. 
    (a)Name of person filing:

    This Schedule 13G is being jointly filed by Citadel Advisors LLC ("Citadel Advisors"), Citadel Advisors Holdings LP ("CAH"), Citadel GP LLC ("CGP"), Citadel Securities LLC ("Citadel Securities"), Citadel Securities Group LP ("CALC4"), Citadel Securities GP LLC ("CSGP") and Mr. Kenneth Griffin (collectively with Citadel Advisors, CAH, CGP, Citadel Securities, CALC4 and CSGP, the "Reporting Persons") with respect to the Shares of the above-named issuer owned by Citadel CEMF Investments Ltd., a Cayman Islands limited company ("CCIL"), Citadel Multi-Asset Master Fund Ltd., a Cayman Islands company ("CMAM"), Citadel Securities, and CRBU Holdings LLC, a Delaware limited liability company ("CRBH"). Such owned Shares may include other instruments exercisable for or convertible into Shares. Citadel Advisors is the portfolio manager for CMAM and CCIL. CAH is the sole member of Citadel Advisors. CGP is the general partner of CAH. CALC4 is the non-member manager of Citadel Securities and CRBH. CSGP is the general partner of CALC4. Mr. Griffin is the President and Chief Executive Officer of CGP, and owns a controlling interest in CGP and CSGP. The filing of this statement shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any securities covered by the statement other than the securities actually owned by such person (if any).
    (b)Address or principal business office or, if none, residence:

    The address of each of the Reporting Persons is 830 Brickell Plaza, Miami, Florida 33131.
    (c)Citizenship:

    Each of Citadel Advisors, CGP, Citadel Securities and CSGP is organized as a limited liability company under the laws of the State of Delaware. Each of CALC4 and CAH is organized as a limited partnership under the laws of the State of Delaware. Mr. Griffin is a U.S. citizen.
    (d)Title of class of securities:

    Ordinary Shares, par value (GBP)0.0001 per share (the "Shares")
    (e)CUSIP No.:

    G75398100
    Item 3.If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
    (a)Checkbox not checked   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
    (b)Checkbox not checked   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)Checkbox not checked   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)Checkbox not checked   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
    (e)Checkbox not checked   An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
    (f)Checkbox not checked   An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
    (g)Checkbox not checked   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
    (h)Checkbox not checked   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)Checkbox not checked   A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
    (j)Checkbox not checked   A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
           please specify the type of institution:
    (k)Checkbox not checked   Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
     
    Item 4.Ownership
    (a)Amount beneficially owned:

    1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed to beneficially own 15,102,535 Shares. 2. Citadel Securities LLC may be deemed to beneficially own 305,336 Shares. 3. Each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially own 560,697 Shares. 4. Mr. Griffin may be deemed to beneficially own 15,663,232 Shares.
    (b)Percent of class:

    1. The number of Shares that each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed to beneficially own constitutes 5.3% of the Shares outstanding. 2. The number of Shares that Citadel Securities LLC may be deemed to beneficially own constitutes 0.1% of the Shares outstanding. 3. The number of Shares that each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially own constitutes 0.2% of the Shares outstanding. 4. The number of Shares that Mr. Griffin may be deemed to beneficially own constitutes 5.5% of the Shares outstanding.
    (c)Number of shares as to which the person has:
     (i) Sole power to vote or to direct the vote:

    1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 0 2. Citadel Securities LLC: 0 3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 0 4. Mr. Griffin: 0

     (ii) Shared power to vote or to direct the vote:

    1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 15,102,535 2. Citadel Securities LLC: 305,336 3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 560,697 4. Mr. Griffin: 15,663,232

     (iii) Sole power to dispose or to direct the disposition of:

    1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 0 2. Citadel Securities LLC: 0 3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 0 4. Mr. Griffin: 0

     (iv) Shared power to dispose or to direct the disposition of:

    1. Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC: 15,102,535 2. Citadel Securities LLC: 305,336 3. Each of Citadel Securities Group LP and Citadel Securities GP LLC: 560,697 4. Mr. Griffin: 15,663,232

    Item 5.Ownership of 5 Percent or Less of a Class.
     
    Item 6.Ownership of more than 5 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 or Control Person.
     
    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.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.

        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.

     
    Citadel Advisors LLC
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, Authorized Signatory
    Date:10/02/2025
     
    Citadel Advisors Holdings LP
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, Authorized Signatory
    Date:10/02/2025
     
    Citadel GP LLC
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, Authorized Signatory
    Date:10/02/2025
     
    Citadel Securities LLC
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, Authorized Signatory
    Date:10/02/2025
     
    Citadel Securities Group LP
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, Authorized Signatory
    Date:10/02/2025
     
    Citadel Securities GP LLC
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, Authorized Signatory
    Date:10/02/2025
     
    Kenneth Griffin
     
    Signature:/s/ Seth Levy
    Name/Title:Seth Levy, attorney-in-fact*
    Date:10/02/2025

    Comments accompanying signature:  * Seth Levy is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission, and hereby incorporated by reference herein. The power of attorney was filed as an attachment to a filing by Citadel Advisors LLC on Schedule 13G for Allakos Inc. on October 13, 2023.
    Exhibit Information

    Exhibit 99.1 - Joint Filing Agreement

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    $70 Million ARR Locked in via Customer ContractsMicrosoft and Google Partnerships Accelerate Momentum NEW YORK, June 23, 2025 (GLOBE NEWSWIRE) -- Rezolve Ai (NASDAQ:RZLV), the company reinventing retail through real-time AI-driven consumer engagement, today announced its inclusion in the prestigious Russell 2000® and Russell 3000® Indices, effective after market close on June 27, 2025, following the annual reconstitution by FTSE Russell. The milestone reinforces a strong year for Rezolve Ai, which has surged from a standing start to $70 million in annual recurring revenue (ARR), months ahead of forecast, and is now on track to surpass $100 million ARR by year-end. We believe the Company'

    6/23/25 8:00:00 AM ET
    $RZLV
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