SCHEDULE 13G: Intracoastal Capital and Affiliates Disclose 9.99% Stake in Phio Pharmaceuticals Corp.

Intracoastal Capital LLC, along with Mitchell P. Kopin and Daniel B. Asher, has disclosed a beneficial ownership of 9.99% of Phio Pharmaceuticals Corp.'s common stock, totaling 530,171 shares as of January 17, 2025.

Summary

• Mitchell P. Kopin, Daniel B. Asher, and Intracoastal Capital LLC (collectively, the "Reporting Persons") have filed a Schedule 13G indicating beneficial ownership of Phio Pharmaceuticals Corp. common stock.
• As of January 17, 2025, the Reporting Persons collectively beneficially owned 530,171 shares of Phio Pharmaceuticals Corp. common stock.
• This ownership represents approximately 9.99% of the company's common stock.
• The 530,171 shares consist of 230,000 shares issuable upon exercise of Intracoastal Warrant 1, 200,000 shares from Intracoastal Warrant 5, and 100,171 shares from Intracoastal Warrant 6.
• The calculation of the 9.99% ownership is based on 4,166,848 shares outstanding as of January 16, 2025, plus 610,000 shares issued at the closing of a Securities Purchase Agreement dated January 16, 2025, and the shares issuable from the aforementioned warrants.
• The Reporting Persons hold shared voting and dispositive power over all 530,171 shares.
• Several warrants (Intracoastal Warrant 1, 2, 3, 4, 6) contain 'blocker provisions' that prevent their exercise if it would result in beneficial ownership exceeding 9.99% or 4.99% of the common stock, depending on the warrant.
• Without these blocker provisions, the Reporting Persons would have been deemed to beneficially own 1,045,576 shares of Common Stock as of January 17, 2025.
• Immediately following a Securities Purchase Agreement on January 13, 2025, the Reporting Persons were deemed to beneficially own 238,557 shares, also representing 9.99% of the common stock at that time.

Sentiment

Score: 6

Explanation: The document is a factual disclosure of beneficial ownership. The acquisition of a significant stake (9.99%) by an investment firm and individuals can be viewed as a positive signal of investor confidence, although the presence of blocker provisions adds complexity to the full potential ownership.

Positives

• A significant stake (9.99%) by institutional investors and individuals may signal confidence in Phio Pharmaceuticals Corp.'s future prospects.
• The investment involves multiple warrants, indicating a structured approach to potential future equity participation.

Negatives

• The presence of multiple blocker provisions suggests a deliberate strategy to avoid exceeding certain ownership thresholds, which could limit the investors' ability to fully exercise their warrants and potentially dilute existing shareholders if fully exercised without the blockers.

Risks

• The existence of blocker provisions on warrants means that a significant portion of potential shares (776,012 shares as of Jan 13, 2025, and 1,045,576 shares as of Jan 17, 2025, without blockers) are not currently counted towards beneficial ownership, but could be exercised in the future if ownership thresholds permit, potentially leading to future dilution.
• The complex structure of multiple warrants with varying blocker thresholds (4.99% and 9.99%) could make the full extent of potential future dilution less transparent to some investors.

Future Outlook

NA

Industry Context

This filing is a standard disclosure of significant beneficial ownership and does not provide broader industry trends or context. It indicates an investment by a capital firm and individuals in a pharmaceutical company.

Stakeholder Impact

• Shareholders: The issuance of new shares and warrants, as implied by the Securities Purchase Agreements, could lead to dilution of existing shareholders' ownership percentage. The significant stake held by the Reporting Persons could also influence future corporate decisions, although the filing certifies the shares were not acquired for control purposes.
• Company Management: The investment provides capital to the company, which can support its operations and strategic initiatives.

Key Dates

Keywords

Phio Pharmaceuticals Corp., Schedule 13G, beneficial ownership, common stock, warrants, Intracoastal Capital LLC, Mitchell P. Kopin, Daniel B. Asher, equity stake, SEC filing, investment disclosure