SCHEDULE: Iroquois Capital Boosts Clearmind Stake via Warrants

Sentiment:

Beneficial Ownership Filing


Iroquois Capital Management, LLC, along with Richard Abbe and Kimberly Page, has disclosed a significant beneficial ownership stake in Clearmind Medicine Inc. through the exercise of warrants, subject to ownership limitations.

Summary

  • Iroquois Capital Management, LLC, Richard Abbe, and Kimberly Page (collectively, the Reporting Persons) have filed a Schedule 13G, indicating their beneficial ownership of Clearmind Medicine Inc. common shares.
  • The stake is primarily derived from exercisable warrants, with Iroquois Master Fund holding warrants for 178,667 shares and ICIG holding warrants for 168,000 shares.
  • Richard Abbe is identified as having sole authority for investments made by ICIG and shares authority for Iroquois Master Fund.
  • The total beneficial ownership reported is 346,667 shares for Richard Abbe and 178,667 shares for Iroquois Capital Management, LLC and Kimberly Page.
  • Ownership is capped by 'Blockers' which limit the exercise of warrants to a maximum of 9.99% (or 4.99% for certain warrants) of the outstanding common shares.
  • The filing is an amendment (Amendment No. 5) to a previous Schedule 13G filing.
  • The date of the event requiring this filing is June 30, 2026.
  • The total number of outstanding common shares is stated as 1,485,551 as of June 15, 2026.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing, primarily indicating a significant stake acquisition through warrants, but with limitations on immediate control due to ownership blockers.

Positives

  • Reporting Persons have acquired a significant beneficial ownership stake in Clearmind Medicine Inc. through warrants.
  • Richard Abbe, a key figure, has sole investment authority for ICIG and shared authority for Iroquois Master Fund, indicating active management.
  • The filing demonstrates a substantial potential increase in ownership for the reporting persons upon warrant exercise.

Negatives

  • The exercise of warrants is subject to 'Blockers' (9.99% and 4.99% ownership limits), restricting immediate full conversion and control.
  • The filing does not indicate any direct ownership of common shares, only potential ownership through warrants.

Risks

  • The 'Blockers' (9.99% and 4.99% ownership limits) restrict the Reporting Persons from exercising warrants to a level that would grant them significant control over the company.
  • The value and exerciseability of the warrants are dependent on the future stock price of Clearmind Medicine Inc.
  • The filing is an amendment, suggesting ongoing adjustments to ownership positions or interpretations of regulations.

Future Outlook

The future outlook is tied to the exercise of warrants, which is constrained by ownership blockers. The Reporting Persons cannot exercise warrants to exceed 9.99% (or 4.99% for certain warrants) of the outstanding shares.

Management Comments

  • "The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of Common Shares owned by another Reporting Person."
  • "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."

Industry Context

StockSavvy.ai notes that this filing is typical for institutional investors or activist funds acquiring significant stakes in smaller public companies, often utilizing warrants to gain exposure while managing regulatory ownership thresholds.

Stakeholder Impact

  • Shareholders: The increased potential ownership by Iroquois Capital and its associates could signal future strategic actions or influence on corporate decisions, though limited by ownership blockers.
  • Management: May face increased scrutiny or engagement from Iroquois Capital regarding company strategy and performance.

Next Steps

  • The Reporting Persons may continue to monitor their beneficial ownership levels and adjust warrant exercise based on outstanding share counts and ownership blockers.
  • Further filings may be required if ownership levels change significantly or if the nature of their investment shifts from passive to active.

Key Dates

DateDescription
06/15/2026Date of representation of outstanding Common Shares in the Company's Post-Effective Amendment No. 3 to Registration Statement on Form F-1.
06/30/2026Date of Event Which Requires Filing of this Statement.
08/12/2026Date of signatures on the Schedule 13G filing.

Keywords

Clearmind Medicine Inc., Iroquois Capital Management, Richard Abbe, Kimberly Page, Schedule 13G, Warrants, Beneficial Ownership, Ownership Limit

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