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Stonepine Reports 906,063-Share Position in AYTU via Warrants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Stonepine Capital and related reporting persons jointly report a 9.9% beneficial interest in AYTU BioPharma. The Schedule 13G discloses an aggregate position of 906,063 shares with shared voting and dispositive power and no sole voting or dispositive power. The reported position is calculated using 8,976,314 shares outstanding as of June 9, 2025.

The filing specifies the composition of the position as 812,676 shares of common stock plus prefunded and tranche warrants (prefunded warrants to acquire 2,446,883 shares; Tranche A and Tranche B warrants to acquire 815,217 shares each), and notes those warrants are subject to a 9.99% beneficial ownership limitation.

Positive

  • Reported a substantial passive economic interest of 906,063 shares representing 9.9% of the class
  • Position includes both common stock and warrants, giving potential economic upside if warrants convert

Negative

  • No sole voting or dispositive power—all voting and disposition rights are reported as shared (0 sole power)
  • Warrants are subject to a 9.99% beneficial ownership limitation, which constrains conversion and increases limits on immediate ownership expansion

Insights

TL;DR: Stonepine reports a near-10% economic stake (9.9%) in AYTU through common shares and multiple warrant series.

The Schedule 13G disclosure identifies an aggregate position of 906,063 shares with shared voting and dispositive power, and zero sole power. Material for investors is the combination of direct shares and sizeable warrant holdings; however, the filing highlights a 9.99% ownership cap on the warrants that constrains potential immediate dilution or conversion beyond the reported percentage. This is a significant passive stake disclosure but does not indicate control or an active change in governance given the lack of sole voting power.

TL;DR: The filing signals a substantial passive position but no unilateral control—shared voting power only.

Stonepine, its partnership and affiliates, together with Jon M. Plexico, jointly report identical holdings and disclaim group membership. The absence of sole voting or dispositive power (both reported as 0) means Stonepine has influence only as a shared holder. The stated 9.99% warrant limitation is governance-relevant because it prevents automatic exceedance of the reported stake via warrant conversion, limiting any rapid shift in control dynamics. From a governance perspective, this is a material ownership disclosure without immediate control implications.






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




Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 812,676 shares of Common Stock, (2) Prefunded Warrants to acquire 2,446,883 shares of the Stock, (3) Tranche A Warrants to acquire 815,217 shares of the Stock and (4) Tranche B Warrants to acquire 815,217 shares of the Stock. The Prefunded Warrants, the Tranche A Warrants and the Tranche B Warrants are each subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 8,976,314 shares of Common Stock outstanding on June 9, 2025, as reported in the Form 8-K filed by the Issuer on June 9, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 812,676 shares of Common Stock, (2) Prefunded Warrants to acquire 2,446,883 shares of the Stock, (3) Tranche A Warrants to acquire 815,217 shares of the Stock and (4) Tranche B Warrants to acquire 815,217 shares of the Stock. The Prefunded Warrants, the Tranche A Warrants and the Tranche B Warrants are each subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 8,976,314 shares of Common Stock outstanding on June 9, 2025, as reported in the Form 8-K filed by the Issuer on June 9, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 812,676 shares of Common Stock, (2) Prefunded Warrants to acquire 2,446,883 shares of the Stock, (3) Tranche A Warrants to acquire 815,217 shares of the Stock and (4) Tranche B Warrants to acquire 815,217 shares of the Stock. The Prefunded Warrants, the Tranche A Warrants and the Tranche B Warrants are each subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 8,976,314 shares of Common Stock outstanding on June 9, 2025, as reported in the Form 8-K filed by the Issuer on June 9, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: The securities beneficially owned by the reporting persons consist of (1) 812,676 shares of Common Stock, (2) Prefunded Warrants to acquire 2,446,883 shares of the Stock, (3) Tranche A Warrants to acquire 815,217 shares of the Stock and (4) Tranche B Warrants to acquire 815,217 shares of the Stock. The Prefunded Warrants, the Tranche A Warrants and the Tranche B Warrants are each subject to a 9.99% beneficial ownership limitation. The percentage reported herein is calculated based on 8,976,314 shares of Common Stock outstanding on June 9, 2025, as reported in the Form 8-K filed by the Issuer on June 9, 2025.


SCHEDULE 13G



Stonepine Capital Management, LLC
Signature:/s/ Jon M. Plexico
Name/Title:Managing Member
Date:08/13/2025
Stonepine Capital, L.P.
Signature:/s/ Jon M. Plexico
Name/Title:Managing Member of the General Partner, Stonepine GP, LLC
Date:08/13/2025
Stonepine GP, LLC
Signature:/s/ Jon M. Plexico
Name/Title:Managing Member
Date:08/13/2025
Jon M. Plexico
Signature:/s/ Jon M. Plexico
Name/Title:Reporting person
Date:08/13/2025
Exhibit Information

EXHIBIT 99 - AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G

FAQ

What stake does Stonepine report in AYTU (AYTU)?

The filing reports an aggregate position of 906,063 shares, representing 9.9% of AYTU's outstanding common stock.

How is Stonepine's position in AYTU composed?

The reported position consists of 812,676 common shares plus prefunded warrants to acquire 2,446,883 shares and Tranche A and B warrants to acquire 815,217 shares each.

Does Stonepine have sole voting control over AYTU shares?

No. The filing states 0 sole voting power and reports 906,063 shared voting power instead.

What outstanding share base was used to calculate the 9.9%?

The percentage is calculated using 8,976,314 shares outstanding as reported by the issuer on June 9, 2025.

Are there limits on Stonepine converting its warrants into AYTU shares?

Yes. The prefunded warrants and both tranche warrants are each subject to a 9.99% beneficial ownership limitation.
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