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[SCHEDULE 13G/A] Color Star Technology Co., Ltd. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A
Rhea-AI Filing Summary

Color Star Technology Co., Ltd. has a disclosed beneficial position of 1,547,921 Class A Ordinary Shares, representing 4.99% of the outstanding Class A shares on the basis provided in the filing. The reported position combines 1,072,929 shares issuable on conversion of a convertible note held by Intracoastal Capital LLC and warrants exercisable for the remaining shares (amounts of 131, 8,152 and 466,709 shown).

The filing notes a blocker provision that prevents exercise of a portion of one warrant that would push beneficial ownership above 4.99%, and states the Reporting Persons have shared voting and dispositive power over the 1,547,921 shares and no sole voting or dispositive power.

Positive
  • Clear disclosure of beneficial ownership totaling 1,547,921 shares (4.99%) including detailed breakdown by convertible note and warrants
  • Identification of instruments (convertible note and three warrants) provides transparency about potential future dilution
  • Blocker provision disclosed, which clarifies limits on increasing ownership above 4.99%
Negative
  • Position is close to the 5% threshold, meaning small changes could push the group above reporting/threshold levels
  • No sole voting or dispositive power—the Reporting Persons do not have unilateral control over the shares they report

Insights

TL;DR: Reporting group holds a near-5% stake via convertible note and warrants, capped by a blocker provision; impact is informational, not control-changing.

The Schedule 13G shows beneficial ownership of 1,547,921 shares (4.99%) derived primarily from a convertible note (1,072,929 shares) and three warrants. The presence of a blocker provision that prevents exercise beyond 4.99% is material to potential dilution and voting dynamics because it limits the group's ability to increase ownership without changing terms. Shared voting/dispositive power indicates coordinated influence but not unilateral control. Overall, this is a notable disclosure but not an immediate control event.

TL;DR: This is a transparency filing showing a minority, non-controlling position; governance impact is limited due to shared power and an exercise blocker.

The filing identifies three reporting parties acting together and discloses both the instruments that create beneficial ownership and the governance limits: shared voting/dispositive authority and a contractual blocker on warrant exercise. For directors or governance watchers, the combination of convertible debt and warrants merits monitoring because conversion/exercise could alter ownership percentages if contractual constraints change, but currently the reporting group is positioned below the 5% threshold and does not claim control.






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





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



Mitchell P. Kopin
Signature:/s/ Mitchell P. Kopin
Name/Title:Mitchell P. Kopin
Date:08/12/2025
Daniel B. Asher
Signature:/s/ Daniel B. Asher
Name/Title:Daniel B. Asher
Date:08/12/2025
Intracoastal Capital LLC
Signature:/s/ Mitchell P. Kopin
Name/Title:Mitchell P. Kopin, Manager
Date:08/12/2025

FAQ

How many Color Star (ADD) shares do the reporting persons beneficially own?

The reporting persons beneficially own 1,547,921 Class A Ordinary Shares, representing 4.99% of the class on the basis described in the filing.

What instruments create the reported ownership in Color Star (ADD)?

The position is comprised of a convertible note (1,072,929 shares upon conversion) and three warrants exercisable for 131, 8,152 and 466,709 shares respectively.

Does the reporting group have voting or dispositive power over the shares?

The filing states the group has no sole voting or dispositive power and shared voting and shared dispositive power for the 1,547,921 shares.

What is the blocker provision mentioned in the filing?

One warrant (Intracoastal Warrant 3) contains a blocker provision preventing exercise to the extent it would cause beneficial ownership to exceed 4.99%; as disclosed, 238,346 shares are excluded under that provision.

What would the ownership be without the blocker provision?

The filing states that without the blocker provision the Reporting Persons may have been deemed to beneficially own 1,786,267 shares.

Who are the reporting persons named in the Schedule 13G for Color Star (ADD)?

The filing identifies Mitchell P. Kopin, Daniel B. Asher, and Intracoastal Capital LLC as the Reporting Persons acting together.
Color Star Technology Co Ltd

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