STOCK TITAN

Host-Plus ups stake to 10.6% in EBR Systems (EBRCZ) after entitlement offer

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

Rhea-AI Filing Summary

Host-Plus Pty Ltd amends a Schedule 13G/A to report holdings in EBR Systems, Inc. The filing updates ownership following the acquisition of 25,630,390 CDIs in the issuer's retail entitlement offer that closed on June 29, 2026, and reports beneficial ownership of 8,056,095 shares of common stock, representing 10.6% of the class based on 75,330,559 shares outstanding as of June 29, 2026. The filing explains the effect of the issuer's 1-for-10 reverse stock split (effective April 1, 2026) on CDI conversion (10 CDIs now equal one share) and lists warrants convertible into 430,135 shares that are included in the percentage calculation.

Positive

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Insights

The amendment documents a material passive stake after a retail entitlement offer purchase.

The filing states Host-Plus acquired 25,630,390 CDIs on June 29, 2026 and now beneficially owns 8,056,095 shares, equal to 10.6% of the outstanding common stock as calculated using 75,330,559 shares outstanding disclosed in the issuer's Preliminary Proxy Statement. The calculation includes 430,135 shares issuable upon exercise of warrants.

As a declared Passive Investor, Host-Plus reports sole voting/dispositive power for specific trust-held positions and shared dispositive power for another trust; subsequent filings would show any change in status or disposition activity.

Beneficial ownership 8,056,095 shares Amount beneficially owned as of June 29, 2026
Percent of class 10.6% Percent of common stock based on disclosed outstanding shares
Shares outstanding 75,330,559 shares Shares outstanding as of June 29, 2026 (Preliminary Proxy Statement)
Warrants issuable 430,135 shares Shares issuable upon exercise of warrants included in percentage calculation
CDIs acquired 25,630,390 CDIs Acquired pursuant to the retail entitlement offer closed June 29, 2026
Reverse stock split 1-for-10 Reverse split effective April 1, 2026; 10 CDIs now represent one share
Sole voting power 7,154,555 shares Sole voting power reported on cover rows
CDI market
"33,498,528 CDIs held by BB6 Service (HP) Co-investment Trusco Pty Ltd"
reverse stock split corporate
"All numbers of shares of common stock give effect to the Issuer's 1-for-10 reverse stock split"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
retail entitlement offer financial
"acquired on 29 June 2026 on completion of the retail entitlement offer"
Schedule 13G/A regulatory
"This Amendment No. 1 to Statement on (this "Amendment No. 1") amends the Statement on filed by the Reporting Person"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
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FAQ

What stake does Host-Plus report in EBR Systems (EBRCZ)?

Host-Plus reports beneficial ownership of 8,056,095 shares, representing 10.6% of common stock, based on 75,330,559 shares outstanding as of June 29, 2026.

How did Host-Plus increase its position in EBR Systems?

Host-Plus acquired 25,630,390 CDIs pursuant to the issuer's retail entitlement offer that closed on June 29, 2026, which affected its reported holdings.

How does the reverse split affect the reported share counts?

A 1-for-10 reverse stock split effective April 1, 2026 changed CDI conversion from 1-to-1 to 10-to-1; 10 CDIs now represent one share for reporting purposes.

Are warrants included in the ownership percentage?

Yes. The percentage calculation includes 430,135 shares of Common Stock issuable upon exercise of warrants beneficially owned by the reporting person.

What voting and dispositive powers does Host-Plus claim?

Host-Plus discloses sole voting power and sole dispositive power over 7,154,555 shares, and shared dispositive power of 901,540 shares, totaling 8,056,095 shares reported.





000000000

(CUSIP Number)
06/29/2026

(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




Comment for Type of Reporting Person: (1) Consists of (i) 2,655,139 shares of common stock underlying 26,551,391 CDIs and 209,488 shares of common stock issuable upon exercise of certain warrants held by MRCF3 Service (HP) Pty Ltd on trust for MRCF 3 (HP) Trust; (ii) 837,638 shares of common stock underlying 8,376,377 CDIs and 102,437 shares of common stock issuable upon exercise of certain warrants held by MRCF3 Service (SW) Pty Ltd on trust for MRCF 3 (SW) Trust, and (iii) 3,349,853 shares of common stock underlying 33,498,528 CDIs held by BB6 Service (HP) Co-investment Trusco Pty Ltd on trust for BCP (HP) Co-Investment Trust (comprising 7,868,138 CDIs previously held and 25,630,390 CDIs acquired on 29 June 2026 on completion of the retail entitlement offer). The Reporting Person is the sole unitholder in each of MRCF 3 (HP) Trust, MRCF 3 (SW) Trust and BCP (HP) Co-Investment Trust and has sole voting and investment power with respect to the securities held by each trust. All numbers of shares of common stock give effect to the Issuer's 1-for-10 reverse stock split that was effected on April 1, 2026 (the "Reverse Split"), the outstanding CDIs were not consolidated as a result of the Reverse Split, but the conversion ratio of the CDIs to shares changed from 1-to-1 to 10-to-1, and 10 CDIs now represent one share of common stock. (2) Consists of 783,330 shares of common stock underlying 7,833,300 CDIs and 118,210 shares of common stock issuable upon exercise of certain warrants held by MHC Fund Services B Pty Ltd as trustee for MHC Hostplus Co-Investment Trust. The Reporting Person is the sole beneficiary of MHC Hostplus Co-Investment Trust and exercises shared dispositive power over the securities held by MHC Fund Services B Pty Ltd. (3) This percentage is calculated based upon (i) 75,330,559 shares of Common Stock outstanding as of 29 June 2026, as disclosed in the Preliminary Proxy Statement on Schedule 14A filed by the Issuer with the U.S. Securities and Exchange Commission ("SEC") on June 29, 2026 and (ii) 430,135 shares of Common Stock issuable upon exercise of warrants beneficially owned by the Reporting Person. This Amendment No. 1 to Statement on Schedule 13G (this "Amendment No. 1") amends the Statement on Schedule 13G filed by the Reporting Person with SEC on November 26, 2024 (the "Schedule 13G"). The purpose of this Amendment No. 1 is to update the Reporting Person's filing status as a "Passive Investor" under Rule 13d-1(c) as a result of the acquisition by the Reporting Person of 25,630,390 CDIs pursuant to the retail entitlement offer by the Issuer, which closed on June 29, 2026.


SCHEDULE 13G



Host-Plus Pty Ltd as trustee for the HOSTPLUS Pooled Superannuation Trust
Signature:/s/ Greg Clerk and /s/ Amanda Brodie
Name/Title:Attorneys under Power of Attorney dated 12/06/2024
Date:07/07/2026