STOCK TITAN

Global Water Resources (GWRS) holder adds $1.23M stake under 9.9% cap

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Global Water Resources, Inc. (GWRS) is the subject of an amended Schedule 13D filed by Andrew M. Cohn and Amy Cohn, who report a significant equity stake. They beneficially own 2,743,500 shares of common stock, representing approximately 9.17% of the outstanding shares. On August 20, 2026, they acquired an additional 139,343 shares for $1,233,185.55 under a Securities Purchase Agreement with the company, funded from personal funds. A Standstill Agreement with the company and other shareholders limits additional acquisitions, generally capping Andrew M. Cohn and his affiliates at 9.9% of the voting power, with higher limits only for specified board-related equity compensation up to 49.0% of voting power.

Positive

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Negative

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Shares beneficially owned 2,743,500 shares of Common Stock Beneficial ownership reported by Andrew M. and Amy Cohn
Percent of class 9.17% Portion of outstanding Common Stock beneficially owned by the Reporting Persons
Recent acquisition shares 139,343 shares of Common Stock Acquired on August 20, 2026 under a Securities Purchase Agreement
Recent acquisition consideration $1,233,185.55 Total consideration paid for 139,343 shares acquired on August 20, 2026
Shared voting and dispositive power (Cohns only) 2,701,350 shares of Common Stock Shares over which the Reporting Persons jointly share voting and dispositive power
Shared voting and dispositive power with Matthew Cohn 21,075 shares of Common Stock Shares over which the Reporting Persons and their adult son share power
Shared voting and dispositive power with Alexa Cohn 21,075 shares of Common Stock Shares over which the Reporting Persons and their adult daughter share power
Standstill voting power cap 9.9% and 49.0% Maximum aggregate voting power for Andrew M. Cohn and certain shareholders under the Standstill Agreement
beneficially own financial
"The Reporting Persons beneficially own 2,743,500 shares of Common Stock"
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.
Securities Purchase Agreement financial
"pursuant to a Securities Purchase Agreement to which the Reporting Persons and Global Water Resources, Inc. are parties"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
Standstill Agreement financial
"entered into a Standstill Agreement (the "Agreement") with the Company"
A standstill agreement is a contract in which one party agrees to pause certain actions — such as making new claims, enforcing debt remedies, or pursuing a takeover bid — for a set period so both sides can negotiate or restructure. Think of it as a temporary pause button that reduces immediate pressure and uncertainty; investors care because it can protect value, buy time for a deal or restructuring to be completed, and signal the likelihood and timing of future corporate developments.
voting power financial
"beneficially own no more than 9.9%, in the aggregate, of the voting power"
Voting power is the ability shareholders have to influence a company's major decisions—like electing the board, approving mergers, or changing corporate rules—based on the voting rights attached to the shares they hold. For investors it matters because greater voting power is like holding more keys to a building: it gives you a stronger say over management choices and the company’s strategy, which can affect future value and risk.
Affiliates financial
"neither themselves nor their Affiliates (as defined in the Agreement) will directly or indirectly"
group regulatory
"participate in a "group" (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended)"

FAQ

What percentage of Global Water Resources, Inc. (GWRS) does Andrew and Amy Cohn currently beneficially own?

Andrew and Amy Cohn beneficially own 2,743,500 shares of Global Water Resources, Inc. common stock, representing approximately 9.17% of the outstanding shares of common stock, as reported in this amended Schedule 13D.

How many GWRS shares did the Cohns recently acquire and for what total consideration?

On August 20, 2026, the Cohns acquired 139,343 shares of Global Water Resources, Inc. common stock for total consideration of $1,233,185.55, pursuant to a Securities Purchase Agreement with the company, using their personal funds.

What is the Standstill Agreement disclosed in the GWRS Schedule 13D/A?

A Standstill Agreement among Andrew M. Cohn and certain other shareholders and Global Water Resources, Inc. restricts them and their affiliates from acquiring additional equity securities or joining a group, generally limiting their beneficial ownership voting power to 9.9%, subject to specific board compensation exceptions up to 49.0%.

Do the Cohns share voting and dispositive power over their GWRS shares?

Yes. The Cohns jointly share the power to vote and dispose of 2,701,350 shares. They also jointly share, with their adult son Matthew Cohn, voting and dispositive power over 21,075 shares and with their adult daughter Alexa Cohn over another 21,075 shares.

What is the stated purpose of the Cohns’ investment in Global Water Resources, Inc. (GWRS)?

The Cohns state they acquired the GWRS common stock for investment purposes, but they may consider and pursue alternatives, including potentially selling the shares. They also disclaim beneficial ownership beyond their pecuniary interest, except as specifically provided.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates





379463102

(CUSIP Number)
Gary A. Gotto
3101 N Central Ave, Ste 1400
Phoenix, AZ, 85012
6022306322

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
08/20/2026

(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).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D


Cohn Andrew M.
Signature:Cohn Andrew M.
Name/Title:Cohn Andrew M.
Date:08/24/2026
Signature:Cohn Amy
Name/Title:Cohn Amy
Date:08/24/2026