Abeona Therapeutics (ABEO) holder Adage now reports 0% stake

Rhea-AI Filing Summary

Abeona Therapeutics Inc. received an amended Schedule 13G/A from Adage Capital Management and related reporting persons indicating they no longer beneficially own any shares of Abeona common stock. As of December 31, 2025, each reporting person reports 0 shares and 0% ownership, with no voting or dispositive power.

The filing confirms that these institutional and individual holders now own 5 percent or less of Abeona’s common stock and that any securities previously acquired were held in the ordinary course of business, not for the purpose of influencing control of the company.

Insights

Equity ownership and regulatory filings analyst

Large holder now reports 0% ownership in Abeona shares.

The filing shows Adage Capital Management, L.P., along with Robert Atchinson and Phillip Gross, now report 0 shares and 0% beneficial ownership of Abeona Therapeutics common stock as of December 31, 2025. All voting and dispositive powers are listed as zero.

This Schedule 13G/A Amendment No. 11 reclassifies them as owning 5 percent or less of the class, signaling that a previously significant institutional holder no longer has a reportable stake. The securities are described as having been acquired and held in the ordinary course of business, without a stated intent to influence control.

The change affects the company’s shareholder base rather than its operations or finances. Future company filings may provide additional context on the evolving ownership structure and any new large investors that might replace these former reporting holders.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/12/2026 - 09:08 AM Learn about SEC filing dates

FAQ

What does the latest Schedule 13G/A say about Adage’s ownership in Abeona Therapeutics (ABEO)?

Adage Capital Management and its related reporting persons now report 0 shares and 0% beneficial ownership of Abeona Therapeutics common stock. As of December 31, 2025, they have no voting or dispositive power over any Abeona shares.

Who are the reporting persons named in the Abeona Therapeutics (ABEO) Schedule 13G/A Amendment No. 11?

The filing lists Adage Capital Management, L.P., along with individuals Robert Atchinson and Phillip Gross as reporting persons. Each reports zero shares, zero voting and dispositive power, and an aggregate 0% beneficial ownership of Abeona’s common stock.

What percentage of Abeona Therapeutics (ABEO) common stock do the reporting persons now own?

Each reporting person in the Schedule 13G/A reports owning 0% of Abeona’s common stock. The cover pages show an aggregate amount beneficially owned of 0.00 shares, confirming that they now hold 5 percent or less of the class.

Does the Abeona Therapeutics (ABEO) Schedule 13G/A indicate any intent to influence control of the company?

No. The certification states the securities referenced were acquired and held in the ordinary course of business and not for the purpose, or with the effect, of changing or influencing control of Abeona or participating in any such control-related transaction.

What is the event date referenced in the Abeona Therapeutics (ABEO) Schedule 13G/A Amendment No. 11?

The Schedule 13G/A identifies December 31, 2025 as the date of the event requiring the filing. As of that date, the reporting persons disclose 0 shares and 0% beneficial ownership of Abeona’s common stock.

How are voting and dispositive powers over Abeona Therapeutics (ABEO) shares reported in this 13G/A filing?

For each reporting person, the filing lists 0.00 for sole voting power, shared voting power, sole dispositive power, and shared dispositive power. This confirms they have no authority to vote or dispose of any Abeona common shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 11)

ABEONA THERAPEUTICS INC.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

00289Y206

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 00289Y206

1

Names of Reporting Persons

Adage Capital Management, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

0.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 00289Y206

1

Names of Reporting Persons

Robert Atchinson

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

0.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 00289Y206

1

Names of Reporting Persons

Phillip Gross

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

0.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ABEONA THERAPEUTICS INC.
(b)	Address of issuer's principal executive offices: 6555 Carnegie Avenue, 4th Floor, Cleveland, OH 44103.
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Adage Capital Management, L.P., a Delaware limited partnership ("ACM"), as the investment manager of Adage Capital Partners, L.P., a Delaware limited partnership ("ACP"), with respect to the shares of common stock, par value $0.01 per share ("Common Stock") of Abeona Therapeutics Inc., a Delaware corporation (the "Company") and shares of Common Stock issuable upon exercise of warrants directly held by ACP; (ii) Robert Atchinson ("Mr. Atchinson"), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACA"), managing member of Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACPGP"), general partner of ACP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company ("ACPLLC"), general partner of ACM, with respect to the shares of Common Stock and shares of Common Stock issuable upon exercise of warrants directly held by ACP; and (iii) Phillip Gross ("Mr. Gross"), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the shares of Common Stock and shares of Common Stock issuable upon exercise of warrants directly held by ACP. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.
(c)	Citizenship: ACM is a limited partnership organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.
(d)	Title of class of securities: Common Stock, par value $0.01 per share
(e)	CUSIP No.: 00289Y206
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(b)	Percent of class: 0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Adage Capital Management, L.P.

Signature:	/s/ Robert Atchinson
Name/Title:	By: Adage Capital Partners LLC, its General Partner, By: Robert Atchinson, its Managing Member
Date:	02/12/2026

Robert Atchinson

Signature:	/s/ Robert Atchinson
Name/Title:	Robert Atchinson, individually
Date:	02/12/2026

Phillip Gross

Signature:	/s/ Phillip Gross
Name/Title:	Phillip Gross, individually
Date:	02/12/2026