SCHEDULE 13G/A: Iroquois Capital Management and Affiliates Disclose Amended Beneficial Ownership in Clearmind Medicine Inc.

Iroquois Capital Management, LLC, Richard Abbe, and Kimberly Page have filed an amended Schedule 13G, disclosing their beneficial ownership of Clearmind Medicine Inc. common stock and warrants as of December 31, 2024.

Summary

• Iroquois Capital Management, LLC, Richard Abbe, and Kimberly Page (the "Reporting Persons") have filed an Amendment No. 2 to Schedule 13G regarding their beneficial ownership in Clearmind Medicine Inc.
• As of December 31, 2024, Iroquois Capital Management, LLC beneficially owned 250,267 shares of Common Stock, representing 4.99% of the class, primarily through warrants.
• Richard Abbe beneficially owned an aggregate of 451,685 shares of Common Stock, representing 6.24% of the class, through both sole and shared powers, primarily through warrants.
• Kimberly Page beneficially owned 250,267 shares of Common Stock, representing 4.99% of the class, primarily through warrants.
• The reported share counts (250,267 and 451,685) represent the number of shares issuable upon full exercise of warrants before applying certain ownership blockers.
• The warrants held by the Reporting Persons are subject to "blocker" provisions, typically limiting exercise if it would result in beneficial ownership exceeding 9.99% (or 4.99% for certain warrants) of the outstanding common stock.
• The stated percentages of class (4.99% and 6.24%) do give effect to these blocker provisions.
• The beneficial ownership is primarily derived from warrants, with Iroquois Master Fund holding warrants for 250,267 shares and Iroquois Capital Investment Group LLC (ICIG) holding warrants for 201,418 shares.
• The calculation of percentages is based on 4,693,623 shares of Common Stock outstanding as of September 23, 2024, as represented in the Company's Post-Effective Amendment No. 4 to Form F-1 filed on January 22, 2025.

Sentiment

Score: 6

Explanation: The document is a routine beneficial ownership disclosure. The continued holding of warrants by Iroquois Capital Management and its principals indicates ongoing investment interest in Clearmind Medicine Inc., which can be viewed as a neutral to slightly positive signal.

Positives

• The continued investment by Iroquois Capital Management and its principals indicates ongoing interest in Clearmind Medicine Inc.
• The filing provides transparency regarding the beneficial ownership structure, including the impact of warrant blockers, which can be beneficial for investors.

Negatives

• The "blocker" provisions on the warrants limit the immediate full exercise of all warrants, meaning the Reporting Persons cannot convert all their potential shares if it would push them over the 9.99% (or 4.99%) ownership threshold, which could limit their ability to increase their stake rapidly or exert greater influence.

Risks

• The existence of warrant "blocker" provisions means that the full potential ownership from these warrants is capped at the stated percentage thresholds (9.99% or 4.99%), which is a structural limitation on the investor's ability to fully convert their holdings.

Future Outlook

This document is a beneficial ownership filing and does not contain forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This filing is a standard regulatory disclosure of significant ownership by an investment firm and its principals. It does not provide information to analyze broader industry trends or competitors.

Stakeholder Impact

• Shareholders: Provides transparency regarding significant beneficial ownership by Iroquois Capital Management and its principals, including the impact of warrant blocker provisions on their potential shareholdings.

Key Dates

Keywords

Clearmind Medicine Inc., Iroquois Capital Management, Richard Abbe, Kimberly Page, Schedule 13G, beneficial ownership, warrants, common stock, SEC filing, investment advisor, shareholder disclosure