SCHEDULE: Freebird Partners Updates Ernexa Therapeutics Stake to 9.9%
Beneficial Ownership Update
Freebird Partners LP, Freebird Investments LLC, and Curtis W. Huff updated their beneficial ownership in Ernexa Therapeutics Inc. to 9.9% following a reverse stock split.
Summary
- Freebird Partners LP, Freebird Investments LLC, and Curtis W. Huff (collectively, the "Reporting Persons") beneficially own an aggregate of 786,040 shares of Ernexa Therapeutics Inc. Common Stock.
- This ownership represents 9.9% of the Issuer's outstanding Common Stock.
- The beneficially owned shares consist of 735,415 shares of Common Stock held by Freebird Partners and 50,625 shares issuable upon exercise of Pre-Funded Common Stock Purchase Warrants.
- The percentage of ownership is calculated based on 7,899,514 shares of Common Stock outstanding, which includes 7,848,889 shares reported in the Issuer's Form 10-Q on November 7, 2025, plus the 50,625 Warrant Shares.
- This Amendment No. 5 to Schedule 13G was filed to reflect the Issuer's 1-for-15 reverse stock split, which was effective on June 10, 2025.
Sentiment
Score: 5
Explanation: The filing is a neutral, factual update on beneficial ownership, primarily driven by a corporate action (reverse stock split) rather than new financial performance or strategic developments.
Positives
- A significant institutional investor group, Freebird Partners, maintains a substantial 9.9% stake in Ernexa Therapeutics Inc., indicating continued interest in the company.
Negatives
- The filing itself does not contain explicit negative financial or operational results for Ernexa Therapeutics Inc.
Risks
- The Warrants held by the Reporting Persons include a 'Blocker' provision, preventing exercise if it would result in beneficial ownership exceeding 9.99% of the outstanding Common Stock. This currently excludes 324,759 shares of Common Stock otherwise issuable upon warrant exercise.
Future Outlook
This filing is a routine ownership disclosure and does not contain any forward-looking statements or guidance from Ernexa Therapeutics Inc. or the Reporting Persons regarding the company's future performance or strategic direction.
Industry Context
This Schedule 13G filing is a standard regulatory disclosure indicating a passive ownership stake by an institutional investor group. It does not provide information to analyze broader industry trends or competitive positioning.
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant passive ownership stake in Ernexa Therapeutics Inc. by Freebird Partners LP and its affiliates.
Key Dates
| Date | Description |
|---|---|
| 2022-12-02 | Original Schedule 13G filing date by the Reporting Persons. |
| 2025-06-10 | Effective date of Ernexa Therapeutics Inc.'s 1-for-15 reverse stock split. |
| 2025-11-07 | Date Ernexa Therapeutics Inc. filed its Quarterly Report on Form 10-Q with the SEC, reporting 7,848,889 shares of Common Stock outstanding. |
| 2025-12-19 | Date of event requiring the filing of this Amendment No. 5 and signature date of the filing. |
Keywords
Ernexa Therapeutics, Freebird Partners, Schedule 13G, beneficial ownership, reverse stock split, common stock, warrants, institutional investor
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.