SCHEDULE: Hivemind Capital Partners Discloses 9.99% Stake in Upexi

Hivemind Capital Partners, along with affiliated entities, has reported beneficial ownership of 6,841,923 shares of Upexi, Inc. common stock, representing 9.99% of the outstanding shares.

Summary

• Hivemind Capital Partners, LLC, and its affiliates (Hivemind Validation QOZ GP LLC, Hivemind Validation Master Fund LP, and Yechuan Zhang) have filed a Schedule 13G, indicating they collectively beneficially own 6,841,923 shares of Upexi, Inc. common stock.
• This holding represents 9.99% of the total outstanding common stock of Upexi, Inc.
• The reported shares include 10,000 shares of common stock and 6,831,923 shares issuable upon conversion of a secured convertible note valued at approximately $36.0 million.
• A beneficial ownership limitation provision (the 'Blocker') restricts Hivemind from converting the note if it would result in owning more than 9.99% of the outstanding shares.
• Ownership percentages are based on 66,895,799 shares of common stock outstanding as of May 12, 2026.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as neutral to slightly positive, indicating a significant investment stake but with limitations on control, suggesting a passive investment approach rather than an active takeover bid.

Positives

• Significant investment stake of 9.99% in Upexi, Inc. common stock by Hivemind Capital Partners and its affiliates.
• The investment includes a substantial convertible note of approximately $36.0 million, indicating confidence in the company's future value.
• The filing is a Schedule 13G, typically used by passive investors, suggesting no immediate intent to influence or control the issuer.

Negatives

• The 'Blocker' provision limits the ability to convert the convertible note into a larger equity stake, capping beneficial ownership at 9.99%.

Risks

• The beneficial ownership limitation ('Blocker') prevents Hivemind from increasing its stake beyond 9.99% through conversion of the note, even if the company's performance warrants it.
• Potential for future changes in investment strategy by Hivemind, although the current filing suggests a passive approach.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance from Upexi, Inc. The information pertains to the ownership stake of Hivemind Capital Partners.

Industry Context

StockSavvy.ai notes that Schedule 13G filings are common for institutional investors accumulating significant stakes. The 9.99% threshold is a standard regulatory limit before more stringent reporting (Schedule 13D) is required, often indicating a passive investment strategy or a desire to avoid triggering activist investor scrutiny.

Stakeholder Impact

• Shareholders: The filing indicates a significant passive investment, which may be viewed positively as a sign of institutional confidence, but the ownership cap limits potential for activist influence.
• Creditors: The presence of a substantial convertible note suggests a debt instrument that may convert to equity, impacting the capital structure.
• Management: The passive nature of the filing suggests no immediate pressure for strategic changes from this investor.

Next Steps

• Hivemind Capital Partners will continue to hold its stake in Upexi, Inc., subject to the beneficial ownership limitation.
• Upexi, Inc. will continue its operations as reported in its previous filings.

Key Dates

Keywords

Upexi, Hivemind Capital Partners, Schedule 13G, Convertible Note, Beneficial Ownership, Investment Stake, Securities Exchange Act