SCHEDULE: Armistice Capital Reports 4.99% Stake in Calidi Biotherapeutics

Sentiment:

Beneficial Ownership Filing


Armistice Capital, LLC and Steven Boyd have filed a Schedule 13G, reporting beneficial ownership of 4.99% of Calidi Biotherapeutics, Inc. common stock.

Summary

  • Armistice Capital, LLC and Steven Boyd have jointly filed an amended Schedule 13G, indicating their beneficial ownership of 63,391 shares of Calidi Biotherapeutics, Inc. common stock.
  • This ownership represents 4.99% of the class of securities.
  • Armistice Capital, LLC acts as the investment manager for Armistice Capital Master Fund Ltd., the direct holder of the shares.
  • Steven Boyd is the managing member of Armistice Capital, LLC.
  • The filing states that the shares were acquired and are held in the ordinary course of business and not for the purpose of influencing control of the issuer.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a neutral filing, primarily reporting a change in beneficial ownership that keeps the entity below a significant threshold, with no new strategic or financial information provided.

Positives

  • The reporting persons hold a significant, though not controlling, stake in the company.
  • The filing confirms that the shares are held in the ordinary course of business, suggesting a passive investment approach.

Negatives

  • No new financial performance data or strategic updates are provided in this filing.
  • The filing does not offer any insights into the company's operational performance or future prospects.

Risks

  • While not explicitly stated as a risk in this filing, any significant change in beneficial ownership by large holders can potentially impact stock price volatility.
  • The filing does not provide information on the company's specific risks, as it is a Schedule 13G focused on ownership.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance.

Management Comments

  • Armistice Capital, LLC exercises voting and investment power over the securities held by the Master Fund.
  • Steven Boyd, as the managing member of Armistice Capital, may be deemed to beneficially own the securities.
  • The Master Fund disclaims beneficial ownership due to its Investment Management Agreement with Armistice Capital.
  • 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.

Industry Context

StockSavvy.ai notes that Schedule 13G filings are common for institutional investors accumulating stakes in publicly traded companies. This filing indicates Armistice Capital's continued interest in Calidi Biotherapeutics, maintaining a position just below the 5% threshold that would trigger a more detailed Schedule 13D filing.

Stakeholder Impact

  • Shareholders: The filing confirms a significant but non-controlling stake, which is generally viewed neutrally unless it signals a shift towards activism or a takeover.

Next Steps

  • Armistice Capital, LLC and Steven Boyd will continue to hold their shares in Calidi Biotherapeutics, Inc.
  • Future amendments to this Schedule 13G will be filed if ownership levels change significantly.

Key Dates

DateDescription
06/30/2026Date of Event Which Requires Filing of this Statement
08/14/2026Date of Signatures on Schedule 13G and Joint Filing Statement

Keywords

Calidi Biotherapeutics, Armistice Capital, Schedule 13G, Beneficial Ownership, Investment Management, Common Stock

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