SCHEDULE: Alpha Capital takes 9.99% stake in Cyabra
Schedule 13G Beneficial Ownership Report
Alpha Capital Anstalt filed a passive Schedule 13G disclosing 1,380,031 Cyabra shares (9.99% of common stock) with a contractual 9.99% ownership cap.
Summary
- Alpha Capital Anstalt, a Liechtenstein entity, disclosed beneficial ownership of 1,380,031 shares of Cyabra, Inc. common stock, equating to 9.99% of the outstanding class.
- Alpha holds sole voting and dispositive power over all 1,380,031 shares; no shared voting or dispositive power.
- The ownership percentage is based on 13,814,125 shares outstanding as of March 27, 2026, as reported on Form 424B3 filed the same day.
- A contractual 9.99% ownership restriction limits Alpha’s beneficial ownership; full conversion and/or exercise of Alpha’s securities would exceed this limit but is blocked by the cap.
- Alpha certified the position is not intended to change or influence control of Cyabra, indicating a passive investment under Schedule 13G.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a modestly positive, transparency-enhancing ownership update with a passive stance and a 9.99% cap, though the presence of additional convertible/exercisable securities suggests a potential overhang.
Positives
- Clear disclosure of a significant (9.99%) passive shareholder with 1,380,031 shares.
- Sole voting and dispositive power clarify governance influence and reduce uncertainty (no shared control).
- A 9.99% contractual blocker limits immediate changes in control dynamics.
Negatives
- Alpha holds additional convertible/exercisable securities that, if fully converted, would exceed 9.99% but are currently restricted, implying potential future supply overhang.
- Single-holder concentration near 10% can impact trading dynamics and liquidity.
Risks
- Alpha’s additional securities would exceed 9.99% if fully converted/exercised but are restricted by a contractual cap, indicating potential for increased beneficial ownership if circumstances change.
Future Outlook
No forward-looking financial or operational guidance is provided; the reporting person certifies a passive investment intent subject to a 9.99% ownership cap.
Management Comments
- Alpha Capital Anstalt certifies the securities were not acquired and are not held for the purpose of changing or influencing the control of Cyabra, Inc.
- Alpha states its beneficial ownership is contractually limited to 9.99%, and that full conversion and/or exercise of its securities would exceed that limit but is restricted.
Industry Context
StockSavvy.ai notes that passive 5%+ ownership disclosures via Schedule 13G are routine. A 9.99% blocker is common in small-cap financing structures to avoid insider status and change-of-control implications, and can imply potential supply overhang if additional conversions occur over time within the cap.
Comparison to Industry Standards
- Exceeds the SEC’s 5% threshold that triggers a Schedule 13D/G filing; passive institutions frequently report similar stakes via 13G.
- Remains below the 10% Section 16 insider threshold, consistent with many financing agreements that include 9.99% blockers.
- Ownership concentration near 10% is typical among micro- and small-cap issuers following financing transactions; this disclosure aligns with that pattern.
Stakeholder Impact
- Shareholders: A 9.99% passive holder may add stability but could contribute to supply overhang if additional securities are converted over time within the cap.
- Management/Board: Reduced risk of activism or control influence given the passive certification and ownership cap.
- Market liquidity: The near-10% position could lead to block trading dynamics if ownership changes occur.
Key Dates
| Date | Description |
|---|---|
| 2026-03-27 | Date of event requiring the Schedule 13G filing; ownership based on shares outstanding as of this date. |
| 2026-03-27 | Form 424B3 filed reporting 13,814,125 shares outstanding used for percentage calculation. |
| 2026-03-30 | Schedule 13G signed by Konrad Ackermann, Director of Alpha Capital Anstalt. |
Keywords
Schedule 13G, beneficial ownership, Cyabra, Alpha Capital Anstalt, 9.99% blocker, common stock, CUSIP 23249H105, passive investor, ownership disclosure, shareholder concentration
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