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Thomas Graus discloses 13.39M CS Diagnostics shares, capped at 9.9%

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

Thomas Graus filed a Schedule 13G reporting beneficial ownership of 13,392,434 shares of CS Diagnostics Corp. common stock, equal to 9.9% of the class as of the filing. The holding comprises 3,700,000 shares held directly and 9,692,434 shares issuable upon conversion of Series B preferred shares, although conversions are limited by a 9.9% cap in the Certificate of Designation. The filing states sole voting and dispositive power over the reported shares and excludes any securities held through entities where the filer lacks control. The filer certifies the stake was not acquired to change or influence control.

Positive

  • None.

Negative

  • None.

Insights

Insider holds a near‑cap position: 13.39M shares (9.9%).

The reported stake is a mix of direct common stock and convertible Series B preferred shares, with conversion limited to avoid exceeding 9.9% ownership. The filer reports sole voting and sole dispositive power for the full reported amount, which is material for shareholder voting calculations.

Key dependencies include the Certificate of Designation cap and the outstanding share count used to compute the 9.9% figure; any change in outstanding shares or conversion terms would alter the percent ownership. Watch for filings or amendments if conversion limitations change or if additional Series B shares are issued within the cap.

Control implications are limited despite large economic stake.

The filing notes that Preferred A shares carry supervoting rights that concentrate >90% of voting power with their holder, and therefore the reported holder does not claim de facto control. This distinguishes economic ownership from control and affects corporate governance dynamics.

Investors should note the certification that the position was not acquired to influence control and monitor any future amendments, Schedule 13D filings, or changes to voting structures that could indicate a shift from passive to active intent within a short timeframe.






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: Pursuant to the Certificate of Designation for the Series B Preferred Stock the Reporting Person may not convert any shares if such conversion would result in the Reporting Person beneficially owning more than 9.9 percent of the outstanding Common Stock The number of shares of Common Stock reported as beneficially owned reflects this limitation In addition the issuers Preferred A Shares carry supervoting rights exceeding 90 percent of total voting power effectively providing their holder with control of the issuer therefore the Reporting Person does not possess de facto control of the issuer All percentages reported herein are approximate and have been calculated based on the issuers reported outstanding shares subject to the 9.9 percent ownership limitation applicable to the Series B Preferred Stock pursuant to its Certificate of Designation The beneficial ownership reported herein excludes any shares of the issuers securities that may be beneficially owned by any entity in which the Reporting Person holds a noncontrolling equity interest as the Reporting Person does not have or share voting or dispositive power over such securities


SCHEDULE 13G



Graus Thomas
Signature:/s/ Graus Thomas
Name/Title:Mr.
Date:10/06/2025

FAQ

What stake does Thomas Graus report in CS Diagnostics (CSDX)?

The filing reports beneficial ownership of 13,392,434 shares, representing 9.9% of the common stock.

How is the 13,392,434‑share total composed?

It comprises 3,700,000 shares held directly and 9,692,434 shares issuable upon conversion of Series B preferred stock, subject to a 9.9% conversion cap.

Does the filer claim voting control over CS Diagnostics (CSDX)?

The filer reports sole voting and dispositive power over the reported shares but states they do not possess de facto control due to Preferred A supervoting rights held by another holder.

Was the position acquired to influence control of the company?

No. The filing includes a certification that the securities were not acquired and are not held to change or influence control.

Are there limitations on converting the Series B preferred shares?

Yes. The Certificate of Designation limits conversions so the reporting person cannot beneficially own more than 9.9% of outstanding common stock.
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