SCHEDULE: Ayrton Capital, Alto Fund Disclose 9.99% Stake in Bionano Genomics

Ayrton Capital LLC, Alto Opportunity Master Fund, and Waqas Khatri have disclosed a 9.99% beneficial ownership stake in Bionano Genomics, Inc., primarily through warrants and a convertible note.

Summary

• Ayrton Capital LLC, Alto Opportunity Master Fund, SPC Segregated Master Portfolio B, and Waqas Khatri have reported beneficial ownership of 528,245 shares of Bionano Genomics, Inc. common stock.
• This represents 9.99% of the company's common stock, calculated based on 4,755,265 shares outstanding as of September 9, 2025, plus the 528,245 shares issuable to the reporting persons.
• The reported shares are issuable upon the exercise of certain warrants and the conversion of a convertible note held by the reporting persons.
• The beneficial ownership is subject to a 9.99% blocker.
• The securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of the issuer.

Sentiment

Score: 7

Explanation: The disclosure of a significant beneficial ownership stake by institutional investors, even if passive, generally indicates a positive view on the company's prospects and can be seen as a vote of confidence. The investment structure via warrants and convertible notes also suggests a strategic, potentially long-term, interest.

Positives

• A significant institutional investor and its affiliates have taken a substantial stake, indicating confidence in Bionano Genomics' long-term prospects.
• The investment is structured through warrants and a convertible note, suggesting a strategic financing arrangement or a long-term investment horizon.

Negatives

• No explicit negative information is contained within this beneficial ownership disclosure.

Risks

• This filing is a disclosure of beneficial ownership and does not detail specific operational or financial risks related to Bionano Genomics.

Future Outlook

This Schedule 13G filing is a disclosure of current beneficial ownership and does not contain forward-looking statements or guidance regarding Bionano Genomics' 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.

Industry Context

The disclosure of a significant stake by an investment fund in Bionano Genomics, a company operating in the biotechnology and genomics sector, highlights continued investor interest in life sciences companies, particularly those involved in genetic analysis and diagnostics. Such investments can signal confidence in the long-term growth potential of innovative technologies within the industry.

Comparison to Industry Standards

• A 9.99% stake is a substantial position for an institutional investor, often indicating a strong conviction in the company's prospects, aligning with typical institutional investment strategies in high-growth sectors like genomics.
• The use of warrants and convertible notes for investment is a common financing mechanism in the biotech industry, allowing investors to participate in potential upside while providing capital to the company.

Related Party Transactions

• Ayrton Capital LLC serves as the investment manager for Alto Opportunity Master Fund, SPC Segregated Master Portfolio B.
• Waqas Khatri serves as the managing member of Ayrton Capital LLC and a director of Alto Opportunity Master Fund, SPC Segregated Master Portfolio B.

Stakeholder Impact

• Shareholders may view this significant institutional investment as a positive signal, potentially increasing investor confidence and market liquidity.
• The company benefits from the capital provided through the convertible note and warrants, which supports its operations and growth initiatives.

Next Steps

• The reporting persons may continue to monitor their investment in Bionano Genomics, Inc.
• Future Schedule 13D/G filings would be required if their beneficial ownership percentage changes significantly or if their investment intent shifts to influencing control.

Key Dates

Recommendation

The filing indicates a significant institutional stake, which is generally a positive signal of investor confidence. However, as a Schedule 13G, it is a passive disclosure of ownership and does not provide new operational or financial performance data to warrant a 'buy' or 'sell' recommendation. The existing investment via warrants and a convertible note suggests a prior strategic decision. Investors should 'hold' and monitor future company performance and any changes in this significant ownership position.

Keywords

Bionano Genomics, BNGO, Ayrton Capital, Alto Opportunity Master Fund, Waqas Khatri, Schedule 13G, beneficial ownership, common stock, warrants, convertible note, institutional investment, biotechnology, genomics