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Adial Pharmaceuticals, Inc. (AZR) is associated with an amended beneficial-ownership report stating that the reporting persons share voting and dispositive power over 655,975 shares, including shares issuable upon exercise of pre-funded warrants held directly by Coastlands Capital Partners LP. The reported ownership is 4.99%; the reporting persons describe the amendment as an exit filing because they no longer beneficially own more than 5% of any class. The amendment says it corrects an earlier issuer CIK error and otherwise does not modify the disclosures.
Key Figures
Beneficial ownership:655,975 sharesOwnership percentage:4.99%Common shares outstanding:12,878,129 shares+1 more
4 metrics
Beneficial ownership655,975 sharesReported for each reporting person, with shared voting and dispositive power
Ownership percentage4.99%Reported for each reporting person
Common shares outstanding12,878,129 sharesAs of November 2, 2026; the ownership calculation also includes shares issuable upon exercise of pre-funded warrants, subject to the 4.99% limitation
Exit-filing threshold5%The reporting persons said they no longer beneficially own more than this percentage of any class
Key Terms
pre-funded warrants, beneficial ownership limitation, shared power to dispose, pecuniary interest
4 terms
pre-funded warrantsfinancial
"shares of Common Stock issuable upon the exercise of pre-funded warrants"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
beneficial ownership limitationregulatory
"subject to the beneficial ownership limitation of 4.99%"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
shared power to disposeregulatory
"Shared power to dispose or to direct the disposition"
pecuniary interestregulatory
"except to the extent of that person's pecuniary interest therein"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many shares did the reporting persons report owning in AZR?
They each reported beneficial ownership of 655,975 shares, with shared voting and dispositive power. The amount includes shares issuable upon exercise of pre-funded warrants held directly by Coastlands Capital Partners LP.
Why did the reporting persons file an exit amendment for AZR?
They said they no longer beneficially own more than 5% of any class of the issuer's securities. The reported ownership percentage is 4.99%.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Azora Therapeutics, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
054800107
(CUSIP Number)
11/02/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
054800107
1
Names of Reporting Persons
Coastlands Capital LP
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
655,975.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
655,975.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
655,975.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: Consists of shares of Common Stock, including shares of Common Stock issuable upon the exercise of pre-funded warrants, held directly by Coastlands Capital Partners LP. The calculation of the beneficial ownership of the Reporting Persons is based on 12,878,129 shares of Common Stock outstanding as of November 2, 2026, as provided by the Issuer to the Reporting Persons, plus the shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons, subject to the beneficial ownership limitation of 4.99%. Excludes shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons in excess of such beneficial ownership limitation.
This Amendment No. 2 to Schedule 13G constitutes an exit filing for the Reporting Persons, as the Reporting Persons no longer beneficially own more than 5 percent of any class of securities of the Issuer.
SCHEDULE 13G
CUSIP Number(s):
054800107
1
Names of Reporting Persons
Coastlands Capital Partners LP
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
655,975.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
655,975.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
655,975.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Consists of shares of Common Stock, including shares of Common Stock issuable upon the exercise of pre-funded warrants, held directly by Coastlands Capital Partners LP. The calculation of the beneficial ownership of the Reporting Persons is based on 12,878,129 shares of Common Stock outstanding as of November 2, 2026, as provided by the Issuer to the Reporting Persons, plus the shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons, subject to the beneficial ownership limitation of 4.99%. Excludes shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons in excess of such beneficial ownership limitation.
This Amendment No. 2 to Schedule 13G constitutes an exit filing for the Reporting Persons, as the Reporting Persons no longer beneficially own more than 5 percent of any class of securities of the Issuer.
SCHEDULE 13G
CUSIP Number(s):
054800107
1
Names of Reporting Persons
Coastlands Capital GP LLC
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
655,975.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
655,975.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
655,975.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Consists of shares of Common Stock, including shares of Common Stock issuable upon the exercise of pre-funded warrants, held directly by Coastlands Capital Partners LP. The calculation of the beneficial ownership of the Reporting Persons is based on 12,878,129 shares of Common Stock outstanding as of November 2, 2026, as provided by the Issuer to the Reporting Persons, plus the shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons, subject to the beneficial ownership limitation of 4.99%. Excludes shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons in excess of such beneficial ownership limitation.
This Amendment No. 2 to Schedule 13G constitutes an exit filing for the Reporting Persons, as the Reporting Persons no longer beneficially own more than 5 percent of any class of securities of the Issuer.
SCHEDULE 13G
CUSIP Number(s):
054800107
1
Names of Reporting Persons
Coastlands Capital LLC
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
655,975.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
655,975.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
655,975.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
HC, OO
Comment for Type of Reporting Person: Consists of shares of Common Stock, including shares of Common Stock issuable upon the exercise of pre-funded warrants, held directly by Coastlands Capital Partners LP. The calculation of the beneficial ownership of the Reporting Persons is based on 12,878,129 shares of Common Stock outstanding as of November 2, 2026, as provided by the Issuer to the Reporting Persons, plus the shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons, subject to the beneficial ownership limitation of 4.99%. Excludes shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons in excess of such beneficial ownership limitation.
This Amendment No. 2 to Schedule 13G constitutes an exit filing for the Reporting Persons, as the Reporting Persons no longer beneficially own more than 5 percent of any class of securities of the Issuer.
SCHEDULE 13G
CUSIP Number(s):
054800107
1
Names of Reporting Persons
Matthew D. Perry
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
655,975.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
655,975.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
655,975.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Consists of shares of Common Stock, including shares of Common Stock issuable upon the exercise of pre-funded warrants, held directly by Coastlands Capital Partners LP. The calculation of the beneficial ownership of the Reporting Persons is based on 12,878,129 shares of Common Stock outstanding as of November 2, 2026, as provided by the Issuer to the Reporting Persons, plus the shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons, subject to the beneficial ownership limitation of 4.99%. Excludes shares of Common Stock issuable upon the exercise of pre-funded warrants held by the Reporting Persons in excess of such beneficial ownership limitation.
This Amendment No. 2 to Schedule 13G constitutes an exit filing for the Reporting Persons, as the Reporting Persons no longer beneficially own more than 5 percent of any class of securities of the Issuer.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Azora Therapeutics, Inc.
(b)
Address of issuer's principal executive offices:
4870 Sadler Road, Suite 300 Glen Allen, VA 23060
Item 2.
(a)
Name of person filing:
Coastlands Capital LP, a Delaware limited partnership ("Coastlands")
Coastlands Capital Partners LP, a Delaware limited partnership (the "Partnership")
Coastlands Capital GP LLC, a Delaware limited liability company (the "General Partner")
Coastlands Capital LLC, a Delaware limited liability company ("Coastlands GP")
Matthew D. Perry
Coastlands and the General Partner are the investment adviser and general partner, respectively, of the Partnership. Coastlands GP is the general partner of Coastlands. Mr. Perry is the control person of Coastlands, the Partnership, Coastlands GP and the General Partner. The reporting persons are filing this Schedule 13G jointly, but not as members of a group, and each disclaims membership in a group. Each reporting person also disclaims beneficial ownership of Common Stock except to the extent of that person's pecuniary interest therein. In addition, the filing of this Schedule 13G on behalf of the Partnership should not be construed as an admission that it is, and it disclaims that it is, a beneficial owner, as defined in Rule 13d-3 under the Act, of any Common Stock covered by this Schedule 13G.
(b)
Address or principal business office or, if none, residence:
601 California Street, Suite 1210, San Francisco, CA 94108
(c)
Citizenship:
See Item 4 of the cover sheet for each reporting person.
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
054800107
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:
Coastlands: 655,975
Partnership: 655,975
General Partner: 655,975
Coastlands GP: 655,975
Matthew D. Perry: 655,975
(b)
Percent of class:
Coastlands: 4.99%
Partnership: 4.99%
General Partner: 4.99%
Coastlands GP: 4.99%
Matthew D. Perry: 4.99%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Coastlands: 0
Partnership: 0
General Partner: 0
Coastlands GP: 0
Matthew D. Perry: 0
(ii) Shared power to vote or to direct the vote:
Coastlands: 655,975
Partnership: 655,975
General Partner: 655,975
Coastlands GP: 655,975
Matthew D. Perry: 655,975
(iii) Sole power to dispose or to direct the disposition of:
Coastlands: 0
Partnership: 0
General Partner: 0
Coastlands GP: 0
Matthew D. Perry: 0
(iv) Shared power to dispose or to direct the disposition of:
Coastlands: 655,975
Partnership: 655,975
General Partner: 655,975
Coastlands GP: 655,975
Matthew D. Perry: 655,975
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.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.
Coastlands Capital LP
Signature:
/s/ Mark Shamia
Name/Title:
Chief Operating Officer of the General Partner, Coastlands Capital LLC
Date:
11/03/2026
Coastlands Capital Partners LP
Signature:
/s/ Mark Shamia
Name/Title:
Chief Operating Officer of the General Partner, Coastlands Capital GP LLC
Date:
11/03/2026
Coastlands Capital GP LLC
Signature:
/s/ Mark Shamia
Name/Title:
Chief Operating Officer
Date:
11/03/2026
Coastlands Capital LLC
Signature:
/s/ Mark Shamia
Name/Title:
Chief Operating Officer
Date:
11/03/2026
Matthew D. Perry
Signature:
/s/ Matthew D. Perry
Name/Title:
Reporting Person
Date:
11/03/2026
Comments accompanying signature: The Reporting Persons previously filed Amendment No. 2 to Schedule 13G on November 2, 2026 (the "Original Amendment No. 2"). Due to a clerical error, the Original Amendment No. 2 was inadvertently filed under an incorrect CIK for the Issuer. This Amendment No. 2 to Schedule 13G is being filed solely to correct that error by filing under the Issuer's correct CIK, and it does not otherwise modify or update the disclosures made in the Original Amendment No. 2.
Exhibit Information
Exhibit 99.1 - Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G (incorporated by reference to the Schedule 13G filed on June 24, 2026).
