Context Therapeutics Inc. has a group of institutional investors reporting a passive ownership position. Octagon Capital Advisors LP, Octagon Investments Master Fund LP, and Ting Jia as control person collectively report beneficial ownership of 3,050,000 shares of Context Therapeutics common stock, representing 3.3% of the class.
All 3,050,000 shares are held by Octagon Investments Master Fund and are subject to shared voting and dispositive power; the reporting persons have no sole voting or dispositive power. The ownership percentage is based on 91,879,177 common shares outstanding as of April 27, 2026, as reported by the issuer. The filing states that the Master Fund holds the shares for the benefit of its investors, with Octagon as investment advisor and Ting Jia as control person.
Positive
None.
Negative
None.
Key Figures
Shares beneficially owned:3,050,000 sharesOwnership percentage:3.3%Shares outstanding baseline:91,879,177 shares+2 more
5 metrics
Shares beneficially owned3,050,000 sharesCommon stock beneficially owned by the reporting persons
Ownership percentage3.3%Percentage of Context Therapeutics common stock class
Shares outstanding baseline91,879,177 sharesCommon shares outstanding as of April 27, 2026
Sole voting power0 sharesShares with sole voting power reported by the group
Shared voting power3,050,000 sharesShares with shared voting power reported by the group
Key Terms
beneficially own, shared voting power, dispositive power, control person, +1 more
5 terms
beneficially ownfinancial
"may be deemed to beneficially own the Issuer's Common Shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
shared voting powerfinancial
"Shared Voting Power 3,050,000.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
dispositive powerfinancial
"Shared Dispositive Power 3,050,000.00"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
control personfinancial
"Dr. Jia is the control person of Octagon."
A control person is an individual or entity that can significantly influence a company’s decisions and direction through ownership, voting power, or contractual rights—think of them as the captain who can steer the ship. Investors care because a control person’s choices affect corporate strategy, board appointments, and transactions that can raise or lower a stock’s value, and they often carry additional legal responsibilities and disclosure requirements to protect other shareholders.
Schedule 13Gregulatory
"The percentage reported on this is calculated based upon 91,879,177"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
What percentage of Context Therapeutics (CNTX) does Octagon Capital Advisors report owning?
Octagon Capital Advisors, its Master Fund, and Ting Jia collectively report beneficial ownership of 3.3% of Context Therapeutics’ common stock, based on 91,879,177 shares outstanding as of April 27, 2026.
How many CNTX shares do the Octagon-related reporting persons beneficially own?
The reporting persons beneficially own 3,050,000 Context Therapeutics common shares. All of these shares are held by Octagon Investments Master Fund LP and are reported as being subject to shared voting and dispositive power.
Do the Octagon reporting persons have sole or shared voting power over CNTX shares?
They report 0 shares with sole voting power and 3,050,000 shares with shared voting power. The same figures apply to dispositive power, indicating decisions are made jointly rather than individually.
On what share count is the 3.3% CNTX ownership calculation based?
The 3.3% ownership is calculated using 91,879,177 Context Therapeutics common shares outstanding as of April 27, 2026, a figure reported by the issuer in a Form 8-K filed on June 26, 2026.
Who ultimately benefits from the CNTX shares held by Octagon Investments Master Fund?
The Master Fund holds the Context Therapeutics common shares for the benefit of its investors. Octagon acts as investment advisor, and Ting Jia is the control person of Octagon with indirect beneficial ownership.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Context Therapeutics Inc.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
21077P108
(CUSIP Number)
06/30/2026
(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):
21077P108
1
Names of Reporting Persons
Octagon Capital Advisors 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
3,050,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,050,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,000.00
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)
3.3 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
21077P108
1
Names of Reporting Persons
Octagon Investments Master 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,050,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,050,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,000.00
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)
3.3 %
12
Type of Reporting Person (See Instructions)
PN, OO
SCHEDULE 13G
CUSIP Number(s):
21077P108
1
Names of Reporting Persons
Ting Jia
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
CHINA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,050,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,050,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,050,000.00
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)
3.3 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Context Therapeutics Inc.
(b)
Address of issuer's principal executive offices:
2001 Market Street, Suite 3915, Unit #15, Philadelphia, PA, 19103
Item 2.
(a)
Name of person filing:
This statement is being jointly filed by:
Octagon Capital Advisors LP ("Octagon")
Octagon Investments Master Fund LP ("Master Fund")
Ting Jia, as the principal beneficial owner of Octagon ("Dr. Jia")
Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons."
Octagon serves as the investment manager of the Master Fund. Dr. Jia is the managing member of Octagon. By virtue of these relationships each of Octagon and Dr. Jia may be deemed to beneficially own the Issuer's Common Shares directly owned by the Master Fund.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 654 Madison Avenue, 21st Floor, New York, NY 10065.
(c)
Citizenship:
Octagon is a Delaware limited partnership. The Master Fund is an exempted limited partnership established in the Cayman Islands. Dr. Jia is a Chinese citizen.
(d)
Title of class of securities:
Common Stock, $0.001 par value
(e)
CUSIP No.:
21077P108
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:
3,050,000
(b)
Percent of class:
3.3 %
(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:
3,050,000
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
3,050,000
The percentage reported on this Schedule 13G is calculated based upon 91,879,177 Common
Shares outstanding as of April 27, 2026, as reported in the Form 8-K filed by the Issuer on June
26, 2026.
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.
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.
Octagon is the investment advisor to the Master Fund and other accounts. Dr. Jia is the control person of Octagon. The Master Fund holds the Common Shares for the benefit of its investors. The Master Fund and Octagon, for the benefit of its investors, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Shares.
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 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.
Octagon Capital Advisors LP
Signature:
/s/ Ting Jia
Name/Title:
Managing Member
Date:
07/31/2026
Octagon Investments Master Fund LP
Signature:
/s/ Ting Jia
Name/Title:
Managing Member, Octagon Investments GP, LLC, its general partner
