SCHEDULE 13G: Intracoastal Capital and Affiliates Disclose 2.8% Beneficial Ownership in Adial Pharmaceuticals

Intracoastal Capital LLC, along with Mitchell P. Kopin and Daniel B. Asher, has filed a Schedule 13G disclosing a 2.8% beneficial ownership stake in Adial Pharmaceuticals, Inc. common stock.

Summary

• Mitchell P. Kopin, Daniel B. Asher, and Intracoastal Capital LLC (collectively, the "Reporting Persons") have filed a Schedule 13G regarding their beneficial ownership in Adial Pharmaceuticals, Inc. common stock.
• As of June 20, 2025, the Reporting Persons are deemed to beneficially own 446,282 shares of Adial Pharmaceuticals, Inc. common stock, representing approximately 2.8% of the class.
• This ownership is based on 10,434,695 shares outstanding as of June 11, 2025, plus 5,341,200 shares issued at the closing of a Securities Purchase Agreement (SPA) and 387,900 shares issued upon exercise of Intracoastal Warrant 1.
• Immediately following the execution of the SPA on June 17, 2025, the Reporting Persons may have been deemed to beneficially own 1,158,122 shares, representing approximately 9.99% of the common stock, including shares to be issued and shares from Intracoastal Warrant 1.
• The reported beneficial ownership excludes shares from Intracoastal Warrant 1 (379,778 shares), Intracoastal Warrant 2 (1,537,900 shares), and Intracoastal Warrant 3 (1,153,425 shares) due to blocker provisions and/or conditions requiring stockholder approval for exercisability.
• Without these blocker provisions and assuming all warrants were currently exercisable, the Reporting Persons could have been deemed to beneficially own 4,229,225 shares as of June 17, 2025, and 3,137,607 shares as of June 20, 2025.
• The Reporting Persons hold shared voting power over 446,282 shares and shared dispositive power over 196,982 shares.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership, providing no explicit positive or negative sentiment regarding the company's performance or outlook. It details an investment transaction.

Risks

• The beneficial ownership of the Reporting Persons is subject to blocker provisions in warrants (Intracoastal Warrant 1, 2, and 3) that prevent exercise if it would result in ownership exceeding 9.99% or 4.99% of the common stock, limiting immediate full conversion.
• Intracoastal Warrant 2 and Intracoastal Warrant 3 are not exercisable until the effective date of stockholder approval for the issuance of the underlying shares, introducing a contingency to their full realization.

Future Outlook

The document indicates that the exercisability of Intracoastal Warrant 2 and Intracoastal Warrant 3 is contingent upon the effective date of stockholder approval for the issuance of the underlying shares.

Industry Context

This filing is a standard disclosure of a significant ownership stake by an investment entity and individuals, which is common in the public markets. It reflects an investment decision by the Reporting Persons in Adial Pharmaceuticals, Inc.

Stakeholder Impact

• Shareholders: The issuance of new shares and warrants as part of the Securities Purchase Agreement could lead to dilution of existing shareholders' ownership percentage, especially if the warrants are fully exercised in the future.
• Shareholders: The disclosure of a significant beneficial ownership stake by an investment group may influence investor perception and trading activity.

Next Steps

• Stockholder approval is required for the issuance of shares underlying Intracoastal Warrant 2 and Intracoastal Warrant 3 before these warrants can be fully exercised.

Key Dates

Keywords

Adial Pharmaceuticals Inc., Schedule 13G, beneficial ownership, Intracoastal Capital LLC, Mitchell P. Kopin, Daniel B. Asher, common stock, equity investment, SEC filing, warrants, Securities Purchase Agreement