Kanen-Led Group Reports 7.6% Stake in EGAIN via Open-Market Buys

Rhea-AI Filing Summary

EGAIN Corp Schedule 13D Amendment No. 4 discloses that a group led by David L. Kanen now beneficially owns 2,047,683 common shares, representing approximately 7.6% of the 26,867,067 shares outstanding referenced in the filing. The ownership is held across four reporting persons: Philotimo Fund, LP (1,056,031 shares, ~3.9%), Philotimo Focused Growth & Income Fund (PHLOX) (734,187 shares, ~2.7%), certain Managed Accounts (157,918 shares), and Mr. Kanen directly (22,429 shares).

The filing states the purchases were made in open-market transactions using working capital or customers' funds and reports aggregate purchase prices: $7,977,132 for Philotimo's shares, $5,934,578 for PHLOX's shares, $1,880,148 for Managed Accounts, and $197,419 for Mr. Kanen's direct holdings. The Schedule confirms the reporting persons are a Section 13(d)(3) group and details voting and dispositive powers, including shared voting/dispositive power over 2,025,254 shares by Kanen Wealth Management.

Positive

• Clear disclosure of aggregate beneficial ownership totaling 2,047,683 shares (~7.6%)
• Detailed purchase cost provided for each reporting vehicle (e.g., $7,977,132 for Philotimo)
• Open-market purchases and funding sources are explicitly stated (working capital and customer funds)

Negative

• No statement of intent regarding plans for influence, transactions, or board changes is included
• Group status may create combined influence but lacks accompanying governance commitments or limits
• Reliance on client funds/margin for some purchases could introduce variability in holdings

Insights

Institutional Investor Analyst

Group holds a meaningful 7.6% stake via coordinated accounts.

The group structure consolidates ownership across an investment adviser, funds, managed accounts and the principal, producing combined beneficial ownership of 2,047,683 shares (~7.6%). The filing documents open-market acquisitions funded with working capital and client funds and provides aggregate cost bases for each reporting vehicle.

Key dependencies include continued alignment among the reporting persons and potential disclosure triggers if their aggregate holding or intentions change; monitor for further Schedule 13D amendments or Schedule 13G conversions within the next reporting cycle.

Corporate Governance Specialist

Voting and disposition rights are concentrated as shared power under the adviser.

Kanen Wealth Management is reported to have shared voting and dispositive power over 2,025,254 shares, while Mr. Kanen holds a small amount of sole power (22,429 shares). The disclosure clarifies how beneficial ownership is attributed across entities under common control.

Watch for any filings showing changes in voting arrangements or explicit plans (e.g., solicitations) that would alter governance influence; such items would typically appear in subsequent amendments or related filings.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

EGAIN Corp

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

28225C806

(CUSIP Number)

MR. DAVID L. KANEN
KANEN WEALTH MANAGEMENT, LLC, 6810 Lyons Technology Circle, Suite 160
Coconut Creek, FL, 33073
631-863-3100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/06/2025

(Date of Event Which Requires Filing of This Statement)

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

CUSIP No. 28225C806

1

Name of reporting person

Philotimo Fund, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,056,031.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,056,031.00

11

Aggregate amount beneficially owned by each reporting person

1,056,031.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.9 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 28225C806

1

Name of reporting person

Philotimo Focused Growth & Income Fund

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 734,187.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 734,187.00

11

Aggregate amount beneficially owned by each reporting person

734,187.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

2.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 28225C806

1

Name of reporting person

Kanen Wealth Management LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,025,254.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,025,254.00

11

Aggregate amount beneficially owned by each reporting person

2,025,254.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.5 %

14

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13D

CUSIP No. 28225C806

1

Name of reporting person

Kanen David

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, PF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 22,429.00
8	Shared Voting Power 2,025,254.00
9	Sole Dispositive Power 22,429.00
10	Shared Dispositive Power 2,025,254.00

11

Aggregate amount beneficially owned by each reporting person

2,047,683.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.6 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: EGAIN Corp
(c)	Address of Issuer's Principal Executive Offices: 1252 BORREGAS AVENUE, SUNNYVALE, CALIFORNIA , 94089.
Item 1 Comment: The following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned ("Amendment No. 4"). This Amendment No. 4 amends the Schedule 13D as specifically set forth herein. Unless otherwise defined herein, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated to read as follows: The Shares purchased by Philotimo were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by PHLOX were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by KWM on behalf of the Managed Accounts were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The aggregate purchase price of the 1,056,031 Shares beneficially owned by Philotimo is approximately $7,977,132, including brokerage commissions. The aggregate purchase price of the 734,187 Shares beneficially owned by PHLOX is approximately $5,934,578, including brokerage commissions. The aggregate purchase price of the 235,036 Shares held in the Managed Accounts is approximately $1,880,148, including brokerage commissions. The aggregate purchase price of the 22,429 Shares beneficially owned by Mr. Kanen is approximately $197,419, including brokerage commissions.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 26,867,067Shares outstanding as of September 5, 2025 as reported in the Issuer's Annual Report on Form 10-K filed with the SEC on September 12, 2025. A. Philotimo As of the close of business on October 8, 2025, Philotimo beneficially owned 1,056,031 Shares. Percentage: Approximately 3.9% B. PHLOX As of the close of business on October 8, 2025, PHLOX beneficially owned 734,187 Shares. Percentage: Approximately 2.7% C. KWM As of the close of business on October 8, 2025, KWM beneficially owned 2,025,254 Shares, consisting of (a) the 1,056,031 Shares owned directly by Philotimo, which KWM may be deemed to beneficially own as the general partner of Philotimo, (b) the 734,187 Shares owned directly by PHLOX, which KWM may be deemed to beneficially own as the investment manager of PHLOX and (c) the 157,918 Shares held in the Managed Accounts, which KWM may be deemed to beneficially own as the investment manager of the Managed Accounts. Percentage: Approximately 7.5% D. Mr. Kanen As of the close of business on October 8, 2025, Mr. Kanen beneficially owned 2,047,683 Shares, consisting of (a) the 22,429 Shares owned directly by Mr. Kanen, (b) the 1,056,031 Shares owned directly by Philotimo, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM, (c) the 734,187 Shares owned directly by PHLOX, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM, and (d) the 157,918 Shares held in the Managed Accounts, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM. Percentage: Approximately 7.6%. Each Reporting Person is a member of a "group" with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, and such group may be deemed to beneficially own the 2,047,683 Shares beneficially owned in the aggregate by all the Reporting Persons, constituting approximately 7.6% of the outstanding Shares. Each Reporting Person disclaims beneficial ownership of the Shares that he or it does not directly own.
(b)	Item 5(b) is hereby amended and restated to read as follows: A. Philotimo 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 1,056,031 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 1,056,031 B. PHLOX 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 734,187 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 734,187 C. KWM 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,025,254 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,025,254 D. Mr. Kanen 1. Sole power to vote or direct vote: 22,429 2. Shared power to vote or direct vote: 2,025,254 3. Sole power to dispose or direct the disposition: 22,429 4. Shared power to dispose or direct the disposition: 2,025,254
(c)	Item 5(c) is hereby amended and restated to read as follows: A. Philotimo The transactions in the Shares by Philotimo during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. All such transactions were effected in the open market. B. PHLOX PHLOX has not entered into transactions in the Shares during the past sixty days. C. KWM KWM has not entered into transactions in the Shares during the past sixty days. D. Mr. Kanen Mr. Kanen has not entered into transactions in the Shares during the past sixty days.
Item 7.	Material to be Filed as Exhibits.
	Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities

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.

Philotimo Fund, LP

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its general partner
Date:	10/08/2025

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:	10/08/2025

Kanen Wealth Management LLC

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen, Managing Member
Date:	10/08/2025

Kanen David

Signature:	/s/ David L. Kanen
Name/Title:	David L. Kanen
Date:	10/08/2025

FAQ

What stake does David L. Kanen report in EGAIN (EGAN)?

The filing reports Mr. Kanen's aggregate beneficial ownership as 2,047,683 shares, representing approximately 7.6% of outstanding common stock.

How were the reported EGAIN shares acquired?

The shares were purchased in open-market transactions using working capital or funds for customer accounts (which may include margin).

How much did the reported purchases cost?

Aggregate purchase prices disclosed are $7,977,132 for Philotimo, $5,934,578 for PHLOX, $1,880,148 for Managed Accounts, and $197,419 for Mr. Kanen's direct holdings.

Which entities are part of the reporting group?

The reporting persons are Philotimo Fund, LP, Philotimo Focused Growth & Income Fund (PHLOX), Kanen Wealth Management LLC, and David L. Kanen.

Does the filing indicate any recent purchases in the past 60 days?

The filing states that Philotimo made transactions in the past sixty days (details in Exhibit 1); PHLOX, KWM, and Mr. Kanen report no transactions in that period.