SCHEDULE: Orca Capital Boosts Phio Pharma Stake to 9.8%

Orca Capital AG has disclosed an increased beneficial ownership of 9.8% in Phio Pharmaceuticals Corp., holding 800,000 shares of common stock.

Summary

• Orca Capital AG, a German entity, reported beneficial ownership of 800,000 shares of Phio Pharmaceuticals Corp. Common Stock.
• This ownership represents 9.8% of the issuer's outstanding Common Stock.
• The calculation of the ownership percentage is based on 8,192,326 shares outstanding, which accounts for the completion of the issuer's warrant inducement transaction.
• The calculation excludes 1,302,822 shares held in abeyance and 4,205,644 shares issuable upon warrant exercise, subject to a 4.99% blocker.
• Orca Capital AG holds sole voting power and sole dispositive power over all 800,000 beneficially owned shares.
• The reporting person certified that the securities were not acquired or held for the purpose of changing or influencing control of the issuer, except for activities related to a nomination under SEC rules.

Sentiment

Score: 7

Explanation: The disclosure of a significant 9.8% beneficial ownership by an institutional investor like Orca Capital AG is generally viewed as a positive signal, indicating confidence in the company. However, the 4.99% blocker on warrant exercise introduces a minor limitation.

Positives

• Orca Capital AG holds a significant 9.8% stake in Phio Pharmaceuticals Corp., indicating a substantial institutional investment.
• The reporting person has sole voting and dispositive power over all 800,000 shares, demonstrating direct control over this block of shares.

Negatives

• The 4.99% blocker provision limits Orca Capital AG's ability to exercise warrants if it would result in beneficial ownership exceeding 4.99% of the outstanding Common Stock, potentially capping future ownership increases from warrants.

Risks

• The 4.99% blocker on warrant exercise could restrict Orca Capital AG's ability to increase its stake or influence through warrant conversion, potentially limiting its upside participation or strategic flexibility.

Corporate Governance

Stakeholder Impact

• Shareholders may view the significant institutional ownership by Orca Capital AG as a positive indicator of investor confidence and potential stability.
• The 4.99% blocker on warrant exercise could be seen as a mechanism to prevent excessive concentration of ownership by a single entity, potentially benefiting broader shareholder interests by maintaining a more distributed ownership structure.

Key Dates

Keywords

Phio Pharmaceuticals Corp., Orca Capital AG, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investor, Equity Stake, Warrant Inducement, 4.99% Blocker