SCHEDULE: Anson Funds Discloses 4.9% Stake in 22nd Century Group

Anson Funds Management LP and its affiliates have disclosed a 4.9% beneficial ownership stake in 22nd Century Group, Inc., totaling 602,654 shares.

Summary

• Anson Funds Management LP, Anson Management GP LLC, Mr. Tony Moore, Anson Advisors Inc., Mr. Amin Nathoo, and Mr. Moez Kassam collectively reported beneficial ownership of 602,654 shares of Common Stock in 22nd Century Group, Inc.
• This represents 4.9% of the outstanding Common Stock of 22nd Century Group, Inc.
• The ownership includes shares of Common Stock underlying outstanding warrants.
• The warrants have a beneficial ownership limitation, preventing exercise if it would result in ownership exceeding 4.99% of the outstanding Common Stock.
• The percentage is calculated based on 11,507,622 shares issued and outstanding as of May 12, 2025, plus 569,616 shares receivable from warrant exercise, totaling 12,077,238 shares.
• The securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Sentiment

Score: 5

Explanation: A Schedule 13G filing is primarily a factual disclosure of ownership, not a performance report. The sentiment is neutral as it simply reports a beneficial ownership stake without indicating positive or negative operational outcomes for the company.

Positives

• The disclosure of a significant stake by Anson Funds, a professional investment group, could be interpreted as a vote of confidence in 22nd Century Group, Inc.

Risks

• The beneficial ownership limitation on warrants means the reporting persons cannot exceed 4.99% ownership through warrant exercise, which could limit their ability to increase their stake rapidly via this mechanism.

Future Outlook

The filing does not provide any forward-looking statements or guidance regarding the issuer's future performance or strategic direction.

Management Comments

• 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.
• The foreign regulatory scheme applicable to Anson Advisors Inc. is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s).

Industry Context

This filing indicates a significant passive investment by Anson Funds in 22nd Century Group, a company known for its work in reduced nicotine tobacco and hemp/cannabis sectors. Such an investment by a notable fund can signal investor interest in the company's niche market position, though the filing itself does not elaborate on industry trends.

Comparison to Industry Standards

• Not applicable as this filing is a disclosure of beneficial ownership and does not contain performance metrics or operational results for comparison.

Stakeholder Impact

• Shareholders: The disclosure of a significant stake by an institutional investor may be viewed positively, potentially signaling confidence in the company's value.
• Management: The statement that the stake is not for changing or influencing control suggests a passive investment, which may reduce immediate pressure on management.

Key Dates

Keywords

22nd Century Group, Anson Funds, Schedule 13G, beneficial ownership, common stock, equity stake, investment, tobacco, cannabis, reduced nicotine