Intracoastal and Principals Disclose 4.99% Stake in Bionano Genomics (BNGO)

Reporting persons Intracoastal Capital LLC, Mitchell P. Kopin and Daniel B. Asher disclose shared beneficial ownership in Bionano Genomics common stock equal to 4.99% of the outstanding class.

Rhea-AI Filing Summary

Reporting persons Intracoastal Capital LLC, Mitchell P. Kopin and Daniel B. Asher disclose shared beneficial ownership in Bionano Genomics common stock equal to 4.99% of the outstanding class. The filing explains that the ownership position arises from warrants and shares issued or issuable under a Securities Purchase Agreement and that certain warrants include blocker provisions preventing exercise to the extent such exercise would push beneficial ownership above 4.99%. The reporting persons state shared voting and dispositive power over 508,415 shares issuable upon exercise of a warrant and note that, without blocker provisions, their aggregate beneficial interest could be materially larger.

Positive

• Clear disclosure of shared beneficial ownership amounting to 4.99% of the class
• Blocker provisions in warrants limit accidental crossing of the 5% threshold, reducing regulatory/control complexity

Negative

• None.

Insights

Financial Analyst

TL;DR: A structured 4.99% stake disclosed; blocker provisions limit voting/exercise to avoid exceeding 4.99%.

The filing reports that Intracoastal, Mr. Kopin and Mr. Asher may be deemed to beneficially own 508,415 shares representing 4.99% of BNGO due to warrants and issuance under a Securities Purchase Agreement. The presence of explicit blocker provisions in multiple warrants is central: they constrain exercise rights to prevent ownership above 4.99%, which reduces immediate dilution and preserves the reporting persons' classification below the 5% reporting threshold. This is a technical, non-control stake disclosure rather than an active control position.

Corporate Governance Expert

TL;DR: Governance impact appears limited; blocker clauses intentionally cap ownership below the 5% reporting/control threshold.

The statement certifies the securities were not acquired to change or influence control and documents shared voting/dispositive power over warrants convertible to 508,415 shares. Blocker provisions in multiple warrants are the key governance mechanism, preventing exercise that would produce beneficial ownership above 4.99%. From a governance perspective, this keeps the group outside mandatory 13D control obligations while preserving potential economic upside if exercises remain below the cap.

FAQ

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

What stake in Bionano Genomics (BNGO) do Intracoastal, Kopin and Asher report?

They report shared beneficial ownership of 508,415 shares, representing 4.99% of the common stock as stated in the filing.

Do the reporting persons have voting control over the shares?

The filing states 0 sole voting power and shared voting power of 508,415 shares, indicating joint voting/dispositive authority rather than sole control.

Why do the warrants include blocker provisions?

The warrants restrict exercise to the extent that exercising would result in beneficial ownership above 4.99%, preventing the group from exceeding the 5% reporting/control threshold described in the filing.

Would the reporting persons own more shares absent the blocker provisions?

Yes. The filing states that without the blocker provisions the reporting persons may have been deemed to beneficially own larger amounts (figures provided in the filing).

Does the filing indicate an intent to influence control of BNGO?

No. The certifying statement declares the securities were not acquired and are not held for the purpose of changing or influencing control, other than nomination activities referenced in the filing.

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

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Accepted by SEC EDGAR 09/19/2025 - 04:34 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Bionano Genomics, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

09075F404

(CUSIP Number)

09/16/2025

(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. 09075F404

1

Names of Reporting Persons

Mitchell P. Kopin

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 508,415.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 508,415.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

508,415.00

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

SCHEDULE 13G

CUSIP No. 09075F404

1

Names of Reporting Persons

Daniel B. Asher

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 508,415.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 508,415.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

508,415.00

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

SCHEDULE 13G

CUSIP No. 09075F404

1

Names of Reporting Persons

Intracoastal 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 508,415.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 508,415.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

508,415.00

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

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Bionano Genomics, Inc.
(b)	Address of issuer's principal executive offices: 9540 Towne Centre Drive, Suite 100, San Diego, California 92121
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons").
(b)	Address or principal business office or, if none, residence: The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 1011 Lake Street, Suite 311, Oak Park, Illinois 60301.
(c)	Citizenship: Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company.
(d)	Title of class of securities: Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 09075F404
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: (i) Immediately following the execution of the Securities Purchase Agreement with the Issuer on September 16, 2025 (the "SPA") (as disclosed in the Form 8-K filed by the Issuer with the Securities and Exchange Commission on September 18, 2025), each of the Reporting Persons may have been deemed to have beneficial ownership of 525,000 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA, and all such shares of Common Stock represent beneficial ownership of approximately 9.9% of the Common Stock, based on (1) 4,755,265 shares of Common Stock outstanding as of September 9, 2025, as reported by the Issuer, plus (2) 525,000 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA. The foregoing excludes (I) 525,000 shares of Common Stock issuable upon exercise of a warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 1") because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock, (II) 525,000 shares of Common Stock issuable upon exercise of a second warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 2") because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (III) 7,278 shares of Common Stock issuable upon exercise of a warrant held by Intracoastal ("Intracoastal Warrant 3") because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,582,278 shares of Common Stock. (ii) As of the close of business on September 19, 2025, each of the Reporting Persons may have been deemed to have beneficial ownership of 508,415 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1, and all such shares of Common Stock represent beneficial ownership of approximately 4.99% of the Common Stock, based on (1) 4,755,265 shares of Common Stock outstanding as of September 9, 2025, as reported by the Issuer, plus (2) 4,925,000 shares of Common Stock issued at the closing of the transaction contemplated by the SPA and (3) 508,415 shares of Common Stock issued to Intracoastal upon exercise of Intracoastal Warrant 1. The foregoing excludes (I) 16,585 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1 because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock, (II) 525,000 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2 because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (III) 7,278 shares of Common Stock issuable upon exercise of Intracoastal Warrant 3 because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,057,278 shares of Common Stock.
(b)	Percent of class: 4.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 508,415
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 508,415
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 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.

Mitchell P. Kopin

Signature:	/s/ Mitchell P. Kopin
Name/Title:	Mitchell P. Kopin
Date:	09/19/2025

Daniel B. Asher

Signature:	/s/ Daniel B. Asher
Name/Title:	Daniel B. Asher
Date:	09/19/2025

Intracoastal Capital LLC

Signature:	/s/ Mitchell P. Kopin
Name/Title:	Mitchell P. Kopin, Manager
Date:	09/19/2025

Exhibit Information

Exhibit 1 - Joint Filing Agreement