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Kanen Group Reports 2,047,683 EGAIN Shares Beneficially Owned

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

Rhea-AI Filing Summary

This Amendment No. 4 to a Schedule 13D reports that a group led by Kanen Wealth Management and David L. Kanen beneficially owns a combined 2,047,683 shares of EGAIN Corp common stock, representing approximately 7.6% of the 26,867,067 shares outstanding. Ownership breaks down as 1,056,031 shares (Philotimo Fund, 3.9%), 734,187 shares (Philotimo Focused Growth & Income Fund, 2.7%), and 22,429 shares directly held by Mr. Kanen; Kanen Wealth Management is reported as investment manager/GP for the pooled positions.

The filing discloses aggregate purchase prices for disclosed holdings: $7,977,132 for Philotimo, $5,934,578 for PHLOX, $1,880,148 for Managed Accounts, and $197,419 for Mr. Kanen. Transactions for Philotimo during the past 60 days are included as an exhibit; PHLOX, KWM and Mr. Kanen report no transactions in the past 60 days. The statement clarifies group status under Section 13(d)(3) and is signed by David L. Kanen.

Positive

  • Combined beneficial ownership of 7.6% is clearly disclosed, improving transparency for investors
  • Aggregate purchase prices disclosed for each reporting person (e.g., $7,977,132 for Philotimo) provide clear cost basis information
  • Philotimo's recent transactions are included as an exhibit, fulfilling recent-activity disclosure for that reporting person

Negative

  • None.

Insights

Group now holds a meaningful minority stake that could affect voting dynamics.

The combined 7.6% position across affiliated funds and managed accounts gives the reporting persons a notable minority interest in the capital structure. Because voting and dispositive power are reported as largely shared for the pooled holdings, the group can coordinate on votes tied to those shares.

The key dependencies are whether the group acts collectively in public solicitations or private discussions with management; the filing establishes group status but does not describe any plan to seek board seats or propose corporate actions. Watch for additional Schedule 13D amendments or 13D/13G changes within 30-90 days that reveal intent or further accumulation.

The amendment updates ownership and purchase-price disclosures to meet Schedule 13D requirements.

The filing supplies required source-of-funds language, per-share aggregates, and cites the issuer's share count used to calculate percentages. It also attaches recent transaction details for Philotimo as an exhibit, which satisfies the recent-activity disclosure rule for that reporting person.

Material compliance items to monitor include any future trading by the group that would trigger additional amendments and whether the group files any coordinated communications; any such activity would require timely disclosure under Sections 13(d) and 13(g).






If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


Philotimo Fund, LP
Signature:/s/ David L. Kanen
Name/Title:David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its general partner
Date:10/09/2025
Philotimo Focused Growth & Income Fund
Signature:/s/ David L. Kanen
Name/Title:David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its investment adviser
Date:10/09/2025
Kanen Wealth Management LLC
Signature:/s/ David L. Kanen
Name/Title:David L. Kanen, Managing Member
Date:10/09/2025
Kanen David
Signature:/s/ David L. Kanen
Name/Title:David L. Kanen
Date:10/09/2025

FAQ

What stake does the Kanen group hold in EGAIN (EGAN)?

The group beneficially owns 2,047,683 shares, representing approximately 7.6% of EGAIN's outstanding common stock.

How are the 2,047,683 shares allocated among the reporting parties?

Holdings consist of 1,056,031 shares (Philotimo), 734,187 shares (PHLOX), 157,918 shares in Managed Accounts, and 22,429 shares directly held by Mr. Kanen.

What purchase amounts did the filing disclose for the reported holdings?

The filing lists aggregate purchase prices: Philotimo $7,977,132, PHLOX $5,934,578, Managed Accounts $1,880,148, and Mr. Kanen $197,419.

Did the filing report recent transactions in EGAIN shares?

Yes. Philotimo's transactions during the past 60 days are included as an exhibit; PHLOX, KWM and Mr. Kanen report no transactions in the past 60 days.

Does the filing state that the reporting persons form a group?

Yes. Each reporting person is disclosed as a member of a group under Section 13(d)(3), and the aggregate 2,047,683 shares may be deemed beneficially owned by the group.
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