SCHEDULE 13G: Clayton A Struve Discloses 9.99% Beneficial Ownership in KNOW LABS, INC.

Clayton A Struve has disclosed a 9.99% beneficial ownership stake in KNOW LABS, INC., primarily through convertible securities and warrants, following an increase in his beneficial ownership limitation.

Summary

• Clayton A Struve reported beneficial ownership of 742,297 shares of KNOW LABS, INC. Common Stock.
• This stake represents 9.99% of the company's outstanding common stock, calculated based on 7,497,948 shares issued and outstanding as of June 12, 2025.
• The ownership composition includes 18,000 shares of Common Stock, 17,858 shares of Series C Preferred Stock convertible into 5,330,493 Common Shares, and 10,161 shares of Series D Preferred Stock convertible into 2,238,806 Common Shares.
• Additionally, the beneficial ownership includes 714,453 shares from deemed dividends accrued on preferred stock, 252,897 freely exercisable warrants to purchase common shares, and 3,197,015 shares issuable upon conversion of various convertible redeemable notes dated from September 2016 to February 2018.
• The reporting person's beneficial ownership limitation, or 'Beneficial Ownership Blocker,' increased from 4.99% to 9.99% on June 6, 2025.

Sentiment

Score: 6

Explanation: The filing itself is neutral as a regulatory disclosure. However, a significant individual stake (9.99%) by Clayton A Struve, particularly with an increased beneficial ownership limit, could be interpreted as a positive signal of investor confidence or long-term interest, albeit with potential future dilution from convertible securities.

Positives

• A significant individual investor, Clayton A Struve, holds a substantial stake (9.99%), which can be interpreted as a sign of confidence or long-term interest in KNOW LABS, INC.
• The increase in the beneficial ownership blocker from 4.99% to 9.99% suggests a potential for the reporting person to maintain or increase their investment or influence up to the new limit.

Risks

• The substantial portion of the beneficial ownership derived from convertible preferred stock and notes could lead to significant dilution for existing common shareholders if these securities are fully converted.
• The existence of a 'Beneficial Ownership Blocker' at 9.99% indicates a pre-existing agreement that limits the investor's stake, which might restrict their ability to fully convert all their holdings or exert greater influence beyond this specified percentage.

Future Outlook

This Schedule 13G filing is a disclosure of current beneficial ownership and does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction. However, the increase in the beneficial ownership blocker to 9.99% suggests a potential for the reporting person to maintain or increase their stake up to this new limit.

Industry Context

Schedule 13G filings are standard regulatory disclosures for passive investors acquiring significant stakes (5% or more) in publicly traded companies. This filing indicates a substantial individual investment in KNOW LABS, INC., which could be viewed as a vote of confidence by a large investor. The nature of the holdings, including preferred stock, convertible notes, and warrants, is common for strategic or long-term investors who may have provided financing to the company in the past.

Comparison to Industry Standards

• As a Schedule 13G filing, this document primarily serves as a regulatory disclosure of beneficial ownership and does not provide financial results or operational metrics that can be directly compared to industry standards or specific comparable companies.
• The beneficial ownership percentage of 9.99% is a significant stake for an individual investor, approaching the 10% threshold that often triggers additional reporting requirements or scrutiny. However, without context of KNOW LABS, INC.'s market capitalization or liquidity, direct comparison to other individual large shareholders in similar biotech or tech companies is not feasible from this document alone.

Stakeholder Impact

• Shareholders: Potential for future dilution if the convertible preferred stock and notes held by Clayton A Struve are fully converted into common shares. The presence of a large individual investor might provide some stability or confidence.
• Company (KNOW LABS, INC.): The filing confirms a significant investor's stake, which could be a positive signal to the market regarding long-term commitment.

Key Dates

Keywords

KNOW LABS INC, Clayton A Struve, Schedule 13G, Beneficial Ownership, Common Stock, Preferred Stock, Convertible Notes, Warrants, SEC Filing, Shareholder Disclosure, Investment