SCHEDULE: KAOS Capital Takes 16.77% Stake in Psyence Biomedical

KAOS Capital Ltd. and its CEO Adam Arviv have disclosed a 16.77% beneficial ownership stake in Psyence Biomedical Ltd., citing the company's securities as undervalued.

Summary

• KAOS Capital Ltd. and Adam Arviv acquired 313,876 shares of Psyence Biomedical Ltd. Common Stock.
• This acquisition represents a 16.77% beneficial ownership stake in the Issuer, based on 1,872,051 shares outstanding as of September 30, 2025.
• The total acquisition cost for these shares was approximately $519,493.36, excluding brokerage commissions, funded by KAOS Capital's working capital.
• Reporting Persons believe Psyence Biomedical's securities are undervalued and represent an attractive investment opportunity.
• They intend to communicate with the Issuer's management and Board about a broad range of operational, management, corporate, and strategic matters.
• The filing of this Schedule 13D was delayed due to the time required for the Reporting Persons, as first-time Edgar filers, to process a new Form ID and obtain Edgar filing codes.

Sentiment

Score: 7

Explanation: The sentiment is positive from the perspective of the Reporting Persons, who view the Issuer's stock as undervalued and an attractive investment. Their intent to engage with management suggests a belief in potential for improvement and value creation.

Positives

• A significant institutional investor, KAOS Capital, and its CEO, Adam Arviv, have identified Psyence Biomedical's stock as undervalued, signaling potential upside.
• The Reporting Persons intend to engage with the Issuer's management and Board on strategic matters, which could lead to positive operational or corporate changes.
• The acquisition of a substantial 16.77% stake demonstrates strong conviction in the company's future prospects and potential for value creation.

Risks

• The Reporting Persons may increase or decrease their position in the Issuer's securities, which could introduce volatility to the stock price.
• While engagement with management and the Board is intended to be constructive, it could also lead to strategic disagreements or shifts that may not align with all shareholders' interests.

Future Outlook

The Reporting Persons intend to actively review their investment in Psyence Biomedical Ltd. on an ongoing basis and may adjust their position by purchasing or selling additional securities, including common stock or derivatives, based on various factors such as the Issuer's financial position, strategic direction, market conditions, and other investment opportunities.

Management Comments

• "We believe the securities of the Issuer are undervalued and represent an attractive investment opportunity."
• "We intend to communicate with the Issuer's management and Board about a broad range of operational, management, corporate and strategic matters."

Industry Context

This filing indicates a significant activist stake taken by an investment management firm in a biomedical company. Such actions often signal a belief that the company is underperforming relative to its potential or that its assets are undervalued, potentially leading to increased scrutiny on management and strategic direction within the industry.

Stakeholder Impact

• Shareholders: Potential for increased shareholder value if the Reporting Persons' engagement leads to positive strategic changes. Potential for stock price volatility due to the large stake and potential future transactions.
• Management/Board: Increased scrutiny and potential pressure from a significant shareholder regarding operational and strategic decisions.

Next Steps

• Reporting Persons will review their investment in Psyence Biomedical Ltd. on a continuing basis.
• They may communicate with the Issuer's management and Board regarding operational, management, corporate, and strategic matters.
• They may communicate with other stockholders or third parties about such matters.
• They may increase or decrease their position in the Issuer's securities through open market or private transactions.
• They may consider or propose actions related to Item 4 of Schedule 13D, such as changes in control, mergers, or board composition.

Key Dates

Recommendation

The filing indicates a significant activist stake by KAOS Capital Ltd. and Adam Arviv, who believe Psyence Biomedical Ltd. is undervalued and intend to engage with management on strategic matters. This suggests potential for future value creation or strategic shifts. However, without further details on the specific plans or the company's underlying financials, a 'hold' recommendation is prudent for existing investors to observe the outcome of this engagement, and for potential investors to await more concrete developments before making a definitive investment decision.

Keywords

Psyence Biomedical, KAOS Capital, Adam Arviv, Schedule 13D, Beneficial Ownership, Investment Management, Undervalued Stock, Shareholder Activism, Common Stock, SEC Filing