AYTU gains 5%+ holder as Kanen group files Schedule 13G

Rhea-AI Filing Summary

Kanen Wealth Management LLC, together with its affiliated funds Philotimo Fund LP and Philotimo Focused Growth & Income Fund, filed a Schedule 13G disclosing an aggregate ownership of 573,358 shares of AYTU BioPharma, Inc. ("AYTU") common stock as of 26 June 2025. This represents 6.4 % of AYTU’s 8,976,914 shares outstanding. Although the stake surpasses the 5 % reporting threshold, the 13G filing indicates the position is presently passive rather than activist in nature.

Stake distribution is as follows:

• Philotimo Fund LP: 384,150 shares (4.3 % of outstanding)
• Philotimo Focused Growth & Income Fund: 189,208 shares (2.1 % of outstanding)
• Kanen Wealth Management LLC / David L. Kanen: deemed beneficial owner of the full 573,358-share group position via control relationships.

The group expressly certifies the holdings were acquired without the intent to change or influence control of AYTU, satisfying the passive-investor criteria under Rule 13d-1. No additional transactions, purchase prices, or financing details were provided. While a 6.4 % passive stake signals meaningful external confidence, it does not by itself alter AYTU’s governance or capital structure.

Positive

• Prominent institutional investors now hold a 6.4 % passive stake, signalling confidence in AYTU’s prospects and potentially improving share liquidity.

Negative

• None.

Insights

Securities Analyst

TL;DR: Passive 6.4 % stake; limited immediate impact.

The Kanen group’s disclosure confirms a mid-single-digit ownership in AYTU, likely reflecting portfolio conviction rather than an activist strategy. Because the filing is on Schedule 13G, the investors commit to a non-influential posture; thus, near-term operational or strategic shifts at AYTU should not be expected from this holding alone. Nevertheless, the presence of a professional fund manager with biotech experience may broaden market interest and improve secondary-market liquidity. Overall, the development is mildly constructive but not transformative.

Corporate Governance Expert

TL;DR: New 5%+ holder enhances oversight, but no control intent.

Crossing the 5 % threshold introduces an additional governance monitor, yet the 13G designation—and explicit certification—confirms no current plan to influence control. The most material governance implication is disclosure itself: AYTU’s shareholder base now includes a coordinated group with >6 % aggregate voting power, which may become relevant in future proxy matters should the investors decide to re-file on Schedule 13D. Until such a shift occurs, board composition and management autonomy remain unchanged.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

AYTU BIOPHARMA, INC

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

054754858

(CUSIP Number)

06/06/2025

(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. 054754858

1

Names of Reporting Persons

Philotimo Fund, 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 384,150.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 384,150.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

384,150.00

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)

4.3 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP No. 054754858

1

Names of Reporting Persons

Philotimo Focused Growth & Income Fund

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 189,208.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 189,208.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

189,208.00

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)

2.1 %

12

Type of Reporting Person (See Instructions)

IV

SCHEDULE 13G

CUSIP No. 054754858

1

Names of Reporting Persons

Kanen Wealth 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

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 573,358.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 573,358.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

573,358.00

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)

6.4 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 054754858

1

Names of Reporting Persons

Kanen David

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 573,358.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 573,358.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

573,358.00

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)

6.4 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: AYTU BIOPHARMA, INC
(b)	Address of issuer's principal executive offices: 7900 East Union Avenue, Suite 920, Denver, CO 80237
Item 2.
(a)	Name of person filing: This statement is filed by Philotimo Fund LP, a Delaware limited partnership ("Philotimo"), Philotimo Focused Growth & Income Fund, a series of World Funds Trust, a Delaware statutory trust ("PHLOX"), Kanen Wealth Management, LLC, a Florida limited liability company ("KWM"), and David L. Kanen. Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." KWM is the general partner of Philotimo and the investment manager of PHLOX. Mr. Kanen serves as the managing member of KWM. By virtue of these relationships, KWM and Mr. Kanen may be deemed to beneficially own the shares of Common Stock, par value $0.0001 per share (the "Shares"), of Aytu BioPharma, Inc. (the "Issuer"), owned by each of Philotimo and PHLOX.
(b)	Address or principal business office or, if none, residence: The principal business address of each of Philotimo, PHLOX, KWM and Mr. Kanen is 6810 Lyons Technology Circle, Suite 160, Coconut Creek, Florida 33073.
(c)	Citizenship: Philotimo is organized under the laws of the State of Delaware. PHLOX is a series of World Funds Trust, a statutory trust organized under the laws of the State of Delaware. KWM is organized under the laws of the State of Florida. Mr. Kanen is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 054754858
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 the close of business on June 26, 2025: (i) Philotimo beneficially owned 384,150 Shares; (ii) PHLOX beneficially owned 189,208 Shares; (iii) KWM beneficially owned 573,358 Shares, consisting of (a) the 384,150 Shares owned directly by Philotimo, which KWM may be deemed to beneficially own as the general partner of Philotimo and (b) the 189,208 Shares owned directly by PHLOX, which KWM may be deemed to beneficially own as the investment manager of PHLOX; and (iv) Mr. Kanen beneficially owned 573,358 Shares, consisting of (a) the 384,150 Shares owned directly by Philotimo, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM and (b) the 189,208 Shares owned directly by PHLOX, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM. Each Reporting Person is a member of a "group" with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, and such group may be deemed to beneficially own the 573,358 Shares beneficially owned in the aggregate by all the Reporting Persons, constituting approximately 6.4% of the outstanding Shares. Each Reporting Person disclaims beneficial ownership of the Shares that he or it does not directly own.
(b)	Percent of class: The aggregate percentage of the Shares reported owned by each person named herein is based upon 8,976,914 Shares outstanding as of June 9, 2025, which is the total number of Shares outstanding as reported in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 9, 2025. As of the close of business on June 26, 2025: (i) Philotimo beneficially owned approximately 4.3% of the outstanding Shares; (ii) PHLOX beneficially owned approximately 2.1% of the outstanding Shares; (iii) KWM beneficially owned approximately 6.4% of the outstanding Shares; and (iv) Mr. Kanen beneficially owned approximately 6.4% of the outstanding Shares.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Cover Pages Items 5-9.
	(ii) Shared power to vote or to direct the vote: See Cover Pages Items 5-9.
	(iii) Sole power to dispose or to direct the disposition of: See Cover Pages Items 5-9.
	(iv) Shared power to dispose or to direct the disposition of: See Cover Pages Items 5-9.
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.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. See Exhibit 99.1.
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.

Philotimo Fund, LP

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its general partner
Date:	06/26/2025

Philotimo Focused Growth & Income Fund

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its investment manager
Date:	06/26/2025

Kanen Wealth Management LLC

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen, Managing Member
Date:	06/26/2025

Kanen David

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen
Date:	06/26/2025

Exhibit Information

99.1 - Joint Filing Agreement

FAQ

Who filed the Schedule 13G on AYTU (ticker AYTU)?

Philotimo Fund LP, Philotimo Focused Growth & Income Fund, Kanen Wealth Management LLC and David L. Kanen jointly filed the statement.

How many AYTU shares does the Kanen-led group own?

The group reports beneficial ownership of 573,358 shares of AYTU common stock.

What percentage of AYTU’s outstanding shares is represented by the filing?

The holding equals approximately 6.4 % of the 8,976,914 shares outstanding as of 9 June 2025.

Is the stake considered activist?

No. The investors filed a Schedule 13G, certifying the position is passive with no intent to influence control.

What is AYTU BioPharma’s CUSIP number?

The CUSIP for AYTU BioPharma, Inc. is 054754858.

Where are the reporting persons based?

All reporting entities list their principal business address as 6810 Lyons Technology Circle, Suite 160, Coconut Creek, Florida 33073.