SCHEDULE 13G/A: 3i LP and Affiliates File Exit Schedule 13G for Scorpius Holdings, Inc., Reducing Stake Below 5%
Beneficial Ownership Disclosure
3i, LP, along with 3i Management LLC and Maier Joshua Tarlow, have filed an Amendment No. 2 to their Schedule 13G, indicating they are no longer beneficial owners of more than 5% of Scorpius Holdings, Inc.'s common stock.
Summary
- The filing is an Amendment No. 2 to a Schedule 13G by 3i, LP, 3i Management LLC, and Maier Joshua Tarlow (collectively, 'Reporting Persons') regarding their beneficial ownership in Scorpius Holdings, Inc.
- This amendment serves as an 'exit filing,' signifying that the Reporting Persons have ceased to be beneficial owners of more than 5% of Scorpius Holdings, Inc.'s outstanding common stock.
- As of March 31, 2025, the Reporting Persons beneficially own an aggregate of 555,566 shares of Common Stock, representing 4.9% of the class.
- This percentage is calculated based on 11,102,712 shares of Common Stock outstanding, as disclosed in Scorpius Holdings, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed on April 30, 2025.
- The beneficial ownership of 555,566 shares comprises 524,679 shares of Common Stock held directly by 3i, LP, and an additional 30,887 shares issuable upon the exercise of common stock purchase warrants and/or conversion of a senior secured convertible note with a principal aggregate amount of approximately $11.4 million.
- Both the warrants and the convertible note are subject to a 4.99% beneficial ownership limitation provision ('Blocker'), which restricts the Reporting Persons from exceeding this threshold upon exercise or conversion.
- The Reporting Persons maintain shared voting and dispositive power over the 555,566 beneficially owned shares.
Sentiment
Score: 5
Explanation: The document is a factual disclosure of a change in beneficial ownership, providing no positive or negative operational or financial performance information for the issuer.
Future Outlook
na
Industry Context
na
Stakeholder Impact
- The reduction of a significant investor's stake below the 5% threshold may lead to minor shifts in investor sentiment, though the document provides no direct commentary on the reasons for the change.
Key Dates
| Date | Description |
|---|---|
| September 26, 2024 | Original Statement on Schedule 13G filed by the Reporting Persons with the SEC. |
| February 11, 2025 | Amendment No. 1 to the Schedule 13G filed by the Reporting Persons with the SEC. |
| March 31, 2025 | Date of event which required the filing of this Amendment No. 2 to Schedule 13G (beneficial ownership dropped below 5%). |
| April 30, 2025 | Scorpius Holdings, Inc. filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, providing the basis for outstanding share count. |
| May 13, 2025 | Date of signing of this Amendment No. 2 to Schedule 13G. |
Keywords
Scorpius Holdings Inc., 3i LP, 3i Management LLC, Maier Joshua Tarlow, Schedule 13G, Beneficial Ownership, Exit Filing, Common Stock, Warrants, Convertible Note, SEC Filing
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.