SCHEDULE: Empery Asset Management Reports 4.99% Stake in XTI Aerospace

Sentiment:

Beneficial Ownership Report


Empery Asset Management, LP and its managing members disclosed a 4.99% beneficial ownership stake in XTI Aerospace, Inc., including shares from warrants.

Summary

  • Empery Asset Management, LP, Ryan M. Lane, and Martin D. Hoe (collectively, "Reporting Persons") have filed an Amendment No. 1 to Schedule 13G regarding XTI Aerospace, Inc.
  • The Reporting Persons collectively beneficially own 1,602,751 shares of XTI Aerospace, Inc. Common Stock.
  • This ownership represents 4.99% of the outstanding Common Stock.
  • The beneficially owned amount includes 1,290,946 shares of Common Stock issuable upon the exercise of Warrants.
  • The percentage is calculated based on 30,828,316 shares of Common Stock outstanding as of September 15, 2025.
  • A "Blocker" provision prevents the Reporting Persons from exercising Warrants if it would result in beneficial ownership exceeding 4.99% of the outstanding shares.

Sentiment

Score: 6

Explanation: The filing is neutral in nature, primarily a factual disclosure of beneficial ownership. The presence of a significant institutional investor is generally positive, but the blocker provision on warrants introduces a slight limitation on potential future influence or investment via that specific mechanism.

Positives

  • A significant institutional investor, Empery Asset Management, maintains a substantial stake, indicating continued interest in XTI Aerospace.
  • The beneficial ownership includes a large number of warrants, suggesting potential future capital infusion upon exercise, subject to the blocker.

Negatives

  • The "Blocker" provision limits the Reporting Persons' ability to increase their ownership beyond 4.99% through warrant exercise, potentially capping their influence or further investment via this mechanism.

Risks

  • The "Blocker" provision restricts the Reporting Persons from exercising all their Warrants if it would lead to beneficial ownership exceeding 4.99% of the outstanding Common Stock.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from XTI Aerospace, Inc. It primarily reports current beneficial ownership by Empery Asset Management, LP and its managing members.

Management Comments

  • The Reporting Individuals, as Managing Members of the General Partner of the Investment Manager with the power to exercise investment discretion, may be deemed to be the beneficial owner of all of the Common Stock held by, and the Common Stock issuable upon exercise of the Warrants (subject to the Blocker) held by, the Empery Funds.
  • Each of the Empery Funds and the Reporting Individuals hereby disclaims any beneficial ownership of any such Common Stock.

Industry Context

This filing is a routine disclosure of beneficial ownership by an institutional investor. It reflects an investment firm's position in XTI Aerospace, Inc., a company likely operating in the aerospace sector, without providing broader industry trends or competitive analysis within the filing itself.

Comparison to Industry Standards

  • The filing is a standard Schedule 13G, which reports beneficial ownership. It does not contain information that allows for a direct comparison of XTI Aerospace's operational or financial results against industry benchmarks or specific comparable companies/projects.
  • The 4.99% ownership stake is below the 5% threshold that would trigger a Schedule 13D filing, indicating a passive investment intent, which is a common practice for institutional investors seeking to avoid the more stringent reporting requirements of a 13D.

Stakeholder Impact

  • Shareholders: Provides transparency regarding a significant institutional investor's stake, potentially influencing market perception. The blocker provision limits the extent of this investor's potential future ownership increase via warrants.

Next Steps

  • The filing does not explicitly mention future actions or milestones for XTI Aerospace, Inc. It is a disclosure of current ownership status.

Key Dates

DateDescription
2025-09-1020,253,316 shares of Common Stock outstanding reported in Company's Prospectus Supplement.
2025-09-12Company's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the SEC.
2025-09-1510,575,000 shares of Common Stock issued, bringing total outstanding to 30,828,316 shares for ownership calculation.
2025-09-30Date of event requiring the filing of this Schedule 13G statement.
2025-10-21Signature date for the Schedule 13G filing.

Recommendation

hold

This Schedule 13G filing is a routine disclosure of beneficial ownership by an institutional investor, Empery Asset Management, LP, holding 4.99% of XTI Aerospace, Inc. The filing itself does not provide new fundamental information about the company's operations, financial performance, or strategic direction that would warrant a change in investment thesis. The presence of a significant institutional holder is generally a neutral to slightly positive signal, but the 'Blocker' provision limiting warrant exercise to maintain ownership below 4.99% suggests a passive investment intent. Therefore, a 'hold' recommendation is appropriate as there's no new information to justify buying or selling based solely on this filing.

Keywords

XTI Aerospace, Empery Asset Management, Schedule 13G, Beneficial Ownership, Common Stock, Warrants, Investment Management, Equity Stake

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