[SCHEDULE 13G/A] Helius Medical Technologies, Inc. SEC Filing

Rhea-AI Filing Summary

Armistice Capital, LLC and Steven Boyd report beneficial ownership of 180,028 shares of Helius Medical Technologies Class A common stock, representing 4.99% of the class. The filing shows shared voting and shared dispositive power over those shares and states Armistice is the investment manager of the direct holder, Armistice Capital Master Fund Ltd., which holds the securities. The Master Fund disclaims beneficial ownership due to its investment management agreement. The reporting persons certify the securities are held in the ordinary course of business and not to change or influence control of the issuer.

Positive

• Disclosure of 180,028 shares (4.99%): provides clear, quantified ownership information to the market
• Clarifies manager/fund relationship: Armistice Capital is identified as investment manager and the Master Fund's role and disclaimer are disclosed

Negative

• None.

Insights

Financial Analyst

TL;DR: A sub-5% passive stake disclosed; limited near-term market impact but clarifies ownership structure and voting power.

The filing reports a 4.99% position (180,028 shares) held with shared voting and dispositive power, consistent with an investment manager exercising authority on behalf of a fund client. Because the reported stake is below the 5% threshold, the disclosure signals a modest-sized position that does not, on its face, trigger control presumptions. The document also notes the Master Fund disclaims direct beneficial ownership due to the investment management agreement, which is important for understanding legal attribution of voting rights versus economic ownership.

Corporate Governance Expert

TL;DR: Filing clarifies voting/control relationships and affirms holdings are not intended to effect control.

The Schedule 13G/A identifies Armistice Capital as manager and Steven Boyd as managing member, showing shared voting/dispositive authority over the reported shares. The certification that the shares are held in the ordinary course and not to influence control reduces the likelihood the SEC or issuer will treat this as an activist or control-seeking disclosure. The joint filing statement documents allocation of filing responsibility among the reporting persons, which is standard practice for manager/fund structures.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

HELIUS MEDICAL TECHNOLOGIES, INC.

(Name of Issuer)

Class A Common Stock, $0.001 par value per share

(Title of Class of Securities)

42328V876

(CUSIP Number)

06/30/2025

(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)

SCHEDULE 13G

CUSIP No. 42328V876

1

Names of Reporting Persons

Armistice Capital, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 180,028.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 180,028.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

180,028.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.99 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. 42328V876

1

Names of Reporting Persons

Steven Boyd

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 180,028.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 180,028.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

180,028.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.99 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: HELIUS MEDICAL TECHNOLOGIES, INC.
(b)	Address of issuer's principal executive offices: 642 NEWTOWN YARDLEY ROAD, NEWTOWN, PA, 18940
Item 2.
(a)	Name of person filing: Armistice Capital, LLC Steven Boyd Collectively, the "Reporting Persons"
(b)	Address or principal business office or, if none, residence: Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America
(c)	Citizenship: Armistice Capital, LLC - Delaware; Steven Boyd - United States of America
(d)	Title of class of securities: Class A Common Stock, $0.001 par value per share
(e)	CUSIP No.: 42328V876
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 180,028
(b)	Percent of class: 4.99 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 180,028
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 180,028 The percentage of Shares reported to be beneficially owned by the Reporting Persons are based on information from the Issuer. Armistice Capital, LLC ("Armistice Capital") is the investment manager of Armistice Capital Master Fund Ltd. (the "Master Fund"), the direct holder of the Shares, and pursuant to an Investment Management Agreement, Armistice Capital exercises voting and investment power over the securities of the Issuer held by the Master Fund and thus may be deemed to beneficially own the securities of the Issuer held by the Master Fund. Mr. Boyd, as the managing member of Armistice Capital, may be deemed to beneficially own the securities of the Issuer held by the Master Fund. The Master Fund specifically disclaims beneficial ownership of the securities of the Issuer directly held by it by virtue of its inability to vote or dispose of such securities as a result of its Investment Management Agreement with Armistice Capital.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The Master Fund, a Cayman Islands exempted company that is an investment advisory client of Armistice Capital, has the right to receive dividends from, or the proceeds from the sale of, the reported securities.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

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.

Armistice Capital, LLC

Signature:	/s/ Steven Boyd
Name/Title:	Steven Boyd - Managing Member
Date:	08/14/2025

Steven Boyd

Signature:	/s/ Steven Boyd
Name/Title:	Steven Boyd
Date:	08/14/2025

Exhibit Information

JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Dated: August 14, 2025 Armistice Capital, LLC By: /s/ Steven Boyd Steven Boyd - Managing Member Steven Boyd By: /s/ Steven Boyd

FAQ

What stake in Helius Medical Technologies (HSDT) does Armistice Capital report?

Armistice Capital and Steven Boyd report beneficial ownership of 180,028 shares, representing 4.99% of Class A common stock.

Does the filing indicate voting control over the reported HSDT shares?

The filing shows shared voting power and shared dispositive power over the 180,028 shares; it reports no sole voting or dispositive power.

Is the position reported as intended to influence control of Helius (HSDT)?

No. The reporting persons certify the securities are held in the ordinary course of business and were not acquired to change or influence control of the issuer.

Who legally holds the HSDT shares and who manages them?

The direct holder is Armistice Capital Master Fund Ltd. and Armistice Capital, LLC acts as the investment manager exercising voting and investment power.

Does the Master Fund claim beneficial ownership of the HSDT shares?

The Master Fund specifically disclaims beneficial ownership of the securities held by it due to its investment management agreement with Armistice Capital.