Aethlon Medical (AEMD) Schedule 13G: Alumni Capital Discloses 9.58% Stake

Aethlon Medical, Inc. Schedule 13G discloses that Alumni Capital LP, together with its GP and controlling person Ashkan Mapar, beneficially owns 781,110 shares of Aethlon common stock, representing 9.58% of the class on a calculated basis.

Rhea-AI Filing Summary

Aethlon Medical, Inc. Schedule 13G discloses that Alumni Capital LP, together with its GP and controlling person Ashkan Mapar, beneficially owns 781,110 shares of Aethlon common stock, representing 9.58% of the class on a calculated basis. The reported position includes 225,555 shares currently owned and rights to acquire additional shares through a pre-funded warrant and Common Warrants entered into on September 4, 2025. The filing explains a Warrant Ownership Limitation that currently caps acquisitions at 4.99% but may be increased to 9.99% with notice or consent; the percentage reported assumes the limitation is treated as increased to 9.99%. The Reporting Persons certify the holdings are not for control purposes and file jointly. The report is signed by Ashkan Mapar on behalf of the Reporting Persons.

Positive

• Material stake disclosed: Reporting Persons transparently report a 9.58% beneficial ownership representing 781,110 shares.
• Passive intent declared: The filing certifies the securities were not acquired to change or influence control, consistent with Schedule 13G treatment.

Negative

• Potential ownership increase: Position includes warrants that could raise beneficial ownership (reported assuming Warrant Ownership Limitation treated as 9.99%), which may change ownership concentration.

Insights

Financial Analyst

TL;DR: Alumni Capital holds a material ~9.6% stake largely via current shares and warrants; position could rise to ~10% if limitations are increased.

The disclosed 781,110-share position equals 9.58% of outstanding shares based on the issuer's reported 7,373,156 shares and includes 225,555 shares currently owned plus exercisable rights under a pre-funded warrant and Common Warrants. The filing treats the Warrant Ownership Limitation as if increased to 9.99% for calculation, which affects reported percentage. This is a meaningful passive stake that may influence free-float and future share supply if warrants are exercised, but the Reporting Persons explicitly state the holdings are not intended to effect control.

Corporate Governance Expert

TL;DR: The Schedule 13G signals passive large-holder reporting with explicit non-control certification and joint filing among related entities.

The joint filing by the Fund, its GP, and a controlling person is standard when one entity controls acquisition rights. The certification that securities were not acquired to influence control aligns with Schedule 13G treatment rather than an activist 13D filing. Key governance implication: the stake is sizable and close to common 10% thresholds, so any changes to the Warrant Ownership Limitation or additional acquisitions should trigger careful disclosure and may alter governance dynamics.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Aethlon Medical (AEMD) shares do Alumni Capital and affiliates beneficially own?

The Reporting Persons beneficially own 781,110 shares, reported as 9.58% of the class on the filing basis.

What portion of the stake is currently owned versus exercisable by Alumni Capital?

The Fund currently owns 225,555 shares and has the right to acquire 161,688 shares upon exercise of outstanding Common Warrants under the current warrant limitation; the remainder reflects other exercise rights included for reporting.

Does the filing indicate the stake is intended to influence control of AEMD?

No. The Reporting Persons certified that the securities were not acquired and are not held to change or influence control, consistent with a Schedule 13G filing.

What is the Warrant Ownership Limitation mentioned in the filing?

The Common Warrants include a limitation preventing the Fund from acquiring shares that would cause beneficial ownership to exceed 4.99%, although that limitation may be increased to 9.99% with notice or agreement; the reported percentage assumes the higher limit for calculation.

On what outstanding share count is the 9.58% calculated?

The percentage is based on the Issuer's report that there were 7,373,156 shares outstanding as of September 12, 2025, plus adjustments for shares issuable upon exercise of the reported warrants and pre-funded warrant as described in the filing.

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

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Accepted by SEC EDGAR 09/22/2025 - 08:51 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

AETHLON MEDICAL INC

(Name of Issuer)

Common Stock

(Title of Class of Securities)

00808Y505

(CUSIP Number)

09/04/2025

(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. 00808Y505

1

Names of Reporting Persons

Alumni 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 781,110.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 781,110.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

781,110.00

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)

9.58 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 00808Y505

1

Names of Reporting Persons

Alumni 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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 781,110.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 781,110.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

781,110.00

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)

9.58 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP No. 00808Y505

1

Names of Reporting Persons

Ashkan Mapar

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 781,110.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 781,110.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

781,110.00

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)

9.58 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: AETHLON MEDICAL INC
(b)	Address of issuer's principal executive offices: 11555 Sorrento Valley Road, Suite 203, San Diego, California 92121
Item 2.
(a)	Name of person filing: This statement is filed by Alumni Capital LP (the "Fund"), Alumni Capital GP LLC (the "General Partner"), and Ashkan Mapar (the "Controlling Person"). The foregoing are collectively referred to herein as the "Reporting Persons". The Fund holds, has the right to acquire, or has the obligation to acquire, securities of the Issuer. The General Partner serves as the general partner of the Fund. The Controlling person is the control person of the General Partner.
(b)	Address or principal business office or, if none, residence: The address for the principal business office of each of Alumni Capital LP, Alumni Capital GP LLC, and Ashkan Mapar is 601 Brickell Key Dr., Suite 700, Miami, FL 33131.
(c)	Citizenship: Alumni Capital LP is a Delaware limited partnership. Alumni Capital GP LLC is a Delaware limited liability company. Ashkan Mapar is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 00808Y505
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: Alumni Capital LP - 781,110* Alumni Capital GP LLC - 781,110* Ashkan Mapar - 781,110* *The shares of common stock (the "Shares") of Aethlon Medical, Inc. (the "Issuer") reported herein represent Shares that may be acquired by Alumni Capital LP (the "Fund") pursuant to (i) a Securities Purchase Agreement dated September 4, 2025, between the Issuer and the Fund (the "Purchase Agreement") and (ii) a warrant to purchase common stock dated September 4, 2025 (the "Common Warrant"). Under the Common Warrants, the Fund may acquire Shares (or securities convertible into or exercisable for Shares) in accordance with the respective terms and subject to the respective conditions and limitations contained therein. One of such limitations is that the Fund is prohibited from acquiring any Shares under the Common Warrants, which, when aggregated with all other Shares then beneficially owned by the Fund and its affiliates, would result in the beneficial ownership by the Fund and its affiliates to exceed 4.99% of the Shares outstanding (the "Warrant Ownership Limitation"). The Fund may increase the Warrant Ownership Limitation up to 9.99% (a) upon sixty-one (61) days prior written notice to the Issuer, or (b) upon written agreement of the Fund and the Issuer. As such, the percent of class reported herein is giving effect to the Warrant Ownership Limitation as if it was increased to 9.99% and is based upon the Issuer's Current Report on Form 8-K filed with the SEC on September 12, 2025 that there were 7,373,156 Shares outstanding as of September 12, 2025 plus (i) the total number of Shares acquired by the Reporting Persons upon exercise of a certain pre-funded warrant dated September 4, 2025 (the "Pre-Funded Warrant") and (ii) the approximate total number of Shares that the Reporting Persons may acquire upon exercise of all Common Warrants (subject to the Warrant Ownership Limitation as if it was increased to 9.99%) in accordance with Rule 13d-3(d)(1)(i) under the Act. For the sake of clarity, the Fund currently owns 225,555 Shares as of the date of the filing, has the right to acquire 161,688 Shares upon exercise of outstanding Common Warrants as of the date of the filing (based on the current Warrant Ownership Limitation), and is electing to file this Schedule 13G solely to the extent that, for the purposes of Section 240.13d-3, the Reporting Persons are deemed to beneficially own the Shares pursuant to the Purchase Agreement and the Common Warrants. The filing of this report shall not be deemed an admission, for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each of the Reporting Persons disclaims beneficial ownership of the Shares reported herein except to the extent of such Reporting Person's pecuniary interest, if any, therein.
(b)	Percent of class: Alumni Capital LP - 9.58% Alumni Capital GP LLC - 9.58% Ashkan Mapar - 9.58%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Alumni Capital LP - 0 Alumni Capital GP LLC - 0 Ashkan Mapar - 0
	(ii) Shared power to vote or to direct the vote: Alumni Capital LP - 781,110* Alumni Capital GP LLC - 781,110* Ashkan Mapar - 781,110*
	(iii) Sole power to dispose or to direct the disposition of: Alumni Capital LP - 0 Alumni Capital GP LLC - 0 Ashkan Mapar - 0
	(iv) Shared power to dispose or to direct the disposition of: Alumni Capital LP - 781,110* Alumni Capital GP LLC - 781,110* Ashkan Mapar - 781,110*
Item 5.	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 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.

Alumni Capital LP

Signature:	/s/ Ashkan Mapar
Name/Title:	Ashkan Mapar, Manager of Alumni Capital GP LLC, General Partner of Alumni Capital LP
Date:	09/22/2025

Alumni Capital GP LLC

Signature:	/s/ Ashkan Mapar
Name/Title:	Ashkan Mapar, Manager of Alumni Capital GP LLC, General Partner of Alumni Capital LP
Date:	09/22/2025

Ashkan Mapar

Signature:	/s/ Ashkan Mapar
Name/Title:	Ashkan Mapar, Manager of Alumni Capital GP LLC, General Partner of Alumni Capital LP
Date:	09/22/2025

Exhibit Information

A. Agreement of Joint Filing