SCHEDULE: Adage Capital Discloses 9.99% Stake in Pasithea Therapeutics

Adage Capital Management, L.P. and its principals have reported a 9.99% beneficial ownership stake in Pasithea Therapeutics Corp. as of December 31, 2025.

Summary

• Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross collectively reported beneficial ownership of 2,329,749 shares of Pasithea Therapeutics Corp. Common Stock.
• This represents 9.99% of the company's outstanding Common Stock.
• The reported ownership includes 229,749 shares issuable upon the exercise of warrants.
• The percentage is calculated based on an aggregate of 23,091,062 shares of Common Stock outstanding as of December 22, 2025.
• The Reporting Persons certified that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of the issuer.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development, as a significant institutional stake by Adage Capital Management suggests a vote of confidence in Pasithea Therapeutics, though it's a passive investment.

Positives

• A significant institutional investor, Adage Capital Management, L.P., has taken a substantial 9.99% stake in Pasithea Therapeutics Corp., indicating confidence in the company.
• The investment is stated to be in the ordinary course of business, suggesting a long-term investment perspective rather than an activist stance.

Future Outlook

No future outlook or guidance is provided in this beneficial ownership disclosure.

Industry Context

StockSavvy.ai notes that institutional filings like this Schedule 13G provide transparency into significant ownership changes, often signaling investor interest in specific sectors or companies. A substantial stake by a reputable firm like Adage Capital Management in a therapeutics company could draw further attention to Pasithea Therapeutics within the biotechnology sector.

Comparison to Industry Standards

• This filing is a standard disclosure for institutional investors crossing the 5% ownership threshold, aligning with regulatory requirements for passive investments.
• A 9.99% stake is a significant position for an institutional investor, often seen in companies with perceived growth potential, similar to how funds might build positions in emerging biotech firms like Moderna (MRNA) in its early stages or smaller pharmaceutical innovators.

Stakeholder Impact

• Shareholders: Increased institutional ownership may be viewed positively, potentially signaling stability or future growth prospects.
• Management: Awareness of a significant institutional holder may influence strategic decisions, though Adage's filing indicates a passive role.

Key Dates

Recommendation

While the disclosure of a significant institutional stake by Adage Capital Management is a positive signal, this Schedule 13G filing does not provide enough fundamental or operational information about Pasithea Therapeutics Corp. to warrant a 'buy' or 'strong buy' recommendation. It primarily indicates an institutional investor's confidence, but further analysis of the company's financials, pipeline, and market position would be required for a stronger recommendation. For now, it suggests maintaining existing positions.

Keywords

Pasithea Therapeutics, Adage Capital Management, Institutional Ownership, Schedule 13G, Common Stock, Warrants, Investment Management, Biotechnology