Assertion Holdings, Inc. ownership update: Nantahala Capital Management, LLC and its managers Wilmot B. Harkey and Daniel Mack report shared beneficial ownership of 692,335 shares of Common Stock as of March 31, 2026. The filing states this equals 10.74% of the class based on 6,445,161 shares outstanding reported in the issuer's Form 10-K filed March 16, 2026. The Reporting Persons disclaim sole voting or dispositive power and report only shared voting and disposition powers over the reported shares. A fund advised by Nantahala, Blackwell Partners LLC - Series A, is identified as having the right to receive dividends or sale proceeds on more than 5% of the reported holdings.
Positive
None.
Negative
None.
Insights
Large passive stake disclosed; control via shared dispositive authority.
The filing documents a 10.74% beneficial position held through funds and accounts managed by Nantahala, with shared voting and dispositive powers noted explicitly. This is an ownership disclosure under Schedule 13G/A, consistent with an investment adviser reporting treatment.
Key dependencies include the fund structure and any controlling agreements; subsequent filings could change the classification if active intent shifts. Shareholder lists or transfer mechanics are not included in the excerpt.
Disclosure aligns with Rule 13 reporting for institutional investors.
The Schedule 13G/A identifies reporting persons, their addresses, and quantifies shared voting/dispositive powers for 692,335 shares as of March 31, 2026. It also cites the issuer's 6,445,161 shares outstanding from the Form 10-K as the denominator for the 10.74% calculation.
Filing signatures dated April 7, 2026 complete the amendment. Any change to active intent or additional transactions would require an amended filing under the securities rules.
Key Figures
Shares beneficially owned:692,335 sharesPercent of class:10.74%Shares outstanding (denominator):6,445,161 shares+2 more
5 metrics
Shares beneficially owned692,335 sharesheld by funds and accounts under Nantahala control as of March 31, 2026
Percent of class10.74%percentage based on 6,445,161 shares outstanding from Form 10-K filed March 16, 2026
Shares outstanding (denominator)6,445,161 sharesreported by issuer on Form 10-K filed March 16, 2026
Ownership as ofMarch 31, 2026date used for the beneficial ownership calculation
Filing signatures datedApril 7, 2026dates of signatures for the amended Schedule 13G/A
"Nantahala may be deemed to be the beneficial owner of 692,335 Shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
shared dispositive powerregulatory
"Shared Dispositive Power 692,335.00"
Schedule 13G/Aregulatory
"Each of Messrs. Harkey and Mack is filing this as a control person"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
investment adviserregulatory
"Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E)"
An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
ASSERTIO HOLDINGS, INC.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
04546C205
(CUSIP Number)
03/31/2026
(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):
04546C205
1
Names of Reporting Persons
Nantahala Capital Management, 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
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
692,335.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
692,335.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
692,335.00
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)
10.74 %
12
Type of Reporting Person (See Instructions)
IA, HC
SCHEDULE 13G
CUSIP Number(s):
04546C205
1
Names of Reporting Persons
Wilmot B. Harkey
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
692,335.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
692,335.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
692,335.00
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)
10.74 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP Number(s):
04546C205
1
Names of Reporting Persons
Daniel Mack
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
692,335.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
692,335.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
692,335.00
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)
10.74 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
ASSERTIO HOLDINGS, INC.
(b)
Address of issuer's principal executive offices:
100 S. SAUNDERS ROAD SUITE 300, LAKE FOREST, IL 60045
Item 2.
(a)
Name of person filing:
(1) Nantahala Capital Management, LLC ("Nantahala")
(2) Wilmot B. Harkey
(3) Daniel Mack (together the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
130 Main St. 2nd Floor, New Canaan, CT 06840
(c)
Citizenship:
(1) Nantahala is a Massachusetts limited liability company.
(2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, $0.0001 par value
(e)
CUSIP No.:
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:
As of March 31, 2026, Nantahala may be deemed to be the beneficial owner of 692,335 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares
(b)
Percent of class:
As of March 31, 2026, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding based on 6,445,161 shares outstanding received from the issuer on Form 10-K filed on March 16, 2026. :
(1) Nantahala Capital Management, LLC ("Nantahala") : 10.74%
(2) Wilmot B. Harkey: 10.74%
(3) Daniel Mack: 10.74 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(ii) Shared power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 692,335 Shares.
(2) Wilmot B. Harkey: 692,335 Shares.
(3) Daniel Mack: 692,335 Shares.
(iii) Sole power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(iv) Shared power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 692,335 Shares.
(2) Wilmot B. Harkey: 692,335 Shares.
(3) Daniel Mack: 692,335 Shares.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
BLACKWELL PARTNERS LLC - SERIES A, a fund advised by Nantahala, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of more than five percent of the outstanding shares of common stock beneficially owned by Nantahala reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
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.
What stake does Nantahala Capital report in ASSERTIO HOLDINGS (ASRT)?
Nantahala reports beneficial ownership of 692,335 shares, representing 10.74% of the class. This percentage uses 6,445,161 shares outstanding reported in the issuer's Form 10-K filed March 16, 2026.
Do the reporting persons have sole voting or dispositive power over ASRT shares?
No. The filing states the Reporting Persons have 0 shares of sole voting or dispositive power and report 692,335 shares of shared voting and dispositive power as of March 31, 2026.
Who filed the Schedule 13G/A amendment for ASRT?
The amendment was filed by Nantahala Capital Management, LLC and managers Wilmot B. Harkey and Daniel Mack, with signatures dated April 7, 2026 by authorized signatories.
Is any other entity identified as receiving dividends or proceeds for the reported shares?
Blackwell Partners LLC - Series A, a fund advised by Nantahala, is identified as having the right to receive dividends or the proceeds from sale of more than 5% of the reported shares.
What date is used for the ownership calculation in the ASRT filing?
Ownership is reported as of March 31, 2026, and the percentage uses the issuer's share count from the Form 10-K filed March 16, 2026.
