SCHEDULE 13G/A: 3i LP and Affiliates Maintain 9.9% Stake in CNBX Pharmaceuticals, Update Beneficial Ownership Filing
Beneficial Ownership Report
3i, LP, 3i Management LLC, and Maier Joshua Tarlow have filed an Amendment No. 4 to their Schedule 13G, reporting a combined beneficial ownership of 9.9% of CNBX Pharmaceuticals Inc.'s common stock as of March 31, 2025.
Summary
- The filing is Amendment No. 4 to a Schedule 13G, updating beneficial ownership information for CNBX Pharmaceuticals Inc.
- The reporting persons are 3i, LP, 3i Management LLC, and Maier Joshua Tarlow, who have a joint filing agreement.
- As of March 31, 2025, the aggregate beneficial ownership by the reporting persons is 3,420,088 shares of CNBX Pharmaceuticals Inc. Common Stock.
- This represents 9.9% of the total outstanding Common Stock, based on 33,861,352 shares outstanding as of February 28, 2025.
- The beneficial ownership consists of 3,046,323 shares of Common Stock held directly by 3i, LP, and 373,765 shares issuable upon conversion of a senior secured convertible note.
- The conversion of the note is subject to a 9.99% beneficial ownership limitation provision (Blocker), preventing conversion if it would result in ownership exceeding 9.99% of outstanding shares.
- All reporting persons share voting and dispositive power over the 3,420,088 shares.
Sentiment
Score: 5
Explanation: The document is a routine regulatory filing (Schedule 13G Amendment) providing an update on beneficial ownership. It does not contain information that would significantly alter the perception of the company's financial health or strategic direction, thus indicating a neutral sentiment.
Risks
- The conversion of the senior secured convertible note held by 3i, LP is subject to a 9.99% beneficial ownership limitation provision (Blocker), which restricts the holder from converting the note if it would result in beneficial ownership exceeding 9.99% of the total outstanding common stock.
Future Outlook
The document is a beneficial ownership report and does not contain forward-looking statements or guidance regarding the issuer's future performance or outlook.
Industry Context
This filing is a routine disclosure of significant beneficial ownership, common in the financial industry for transparency regarding large investor stakes. It does not provide specific industry trends or competitive analysis.
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant investor's stake and the limitations on their convertible note, which could influence perceptions of control or potential dilution.
Key Dates
| Date | Description |
|---|---|
| 2023-03-06 | Original Schedule 13G filed by Reporting Persons. |
| 2024-02-13 | Amendment No. 1 to Schedule 13G filed. |
| 2024-11-14 | Amendment No. 2 to Schedule 13G filed. |
| 2025-02-13 | Amendment No. 3 to Schedule 13G filed. |
| 2025-02-28 | Date as of which 33,861,352 shares of Common Stock were outstanding, as disclosed in the issuer's Form 10-Q. |
| 2025-03-31 | Date of event which requires filing of this statement (beneficial ownership calculation date). |
| 2025-04-14 | Date CNBX Pharmaceuticals Inc. filed its Quarterly Report on Form 10-Q for the fiscal period ended February 28, 2025. |
| 2025-05-13 | Signature date for the Schedule 13G Amendment No. 4 filing. |
Keywords
CNBX Pharmaceuticals Inc., Schedule 13G, Beneficial Ownership, 3i LP, 3i Management LLC, Maier Joshua Tarlow, Common Stock, Convertible Note, SEC Filing, Investment, Shareholder
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