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Jeffrey E. Eberwein Reports 512,514 HSON Shares, Warrants and Preferred

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

Rhea-AI Filing Summary

Amendment No. 6 to Schedule 13D reports that Jeffrey E. Eberwein became a beneficial owner of 512,514 shares of Hudson Global, Inc. common stock, representing approximately 14.6% of the outstanding common stock as of August 22, 2025. The filing explains this position resulted from the closing of a merger between Hudson and Star Equity Holdings, Inc., under which Star shares were converted into Hudson securities. At the effective time Mr. Eberwein received 188,686 shares of Hudson common stock, 1,182,414 shares of Hudson Series A Preferred Stock, 49,450 warrants to purchase common stock, and restricted stock units for both common and preferred stock. The filing states Mr. Eberwein did not conduct any other transactions in Hudson common stock in the prior 60 days.

Positive

  • Material ownership disclosed: Reporting person beneficially owns 512,514 shares (~14.6% of common stock)
  • Transparent merger consideration: Filing details receipt of 188,686 common shares, 1,182,414 Series A preferred shares, 49,450 warrants, and restricted stock units

Negative

  • None.

Insights

TL;DR: Reporting person now holds a material 14.6% stake in HSON following the merger; filing discloses holdings and lack of recent trading.

The Schedule 13D/A documents a material ownership position resulting from a corporate merger rather than open-market purchases. The filing quantifies the position (512,514 common shares, ~14.6%) and details convertible instruments received, including 49,450 warrants and restricted stock units. For investors, this clarifies share count basis and immediate dilution from merger consideration already issued. The filing contains no new purchases or dispositions within 60 days and does not state any proposed transaction strategies.

TL;DR: The merger converted Star equity into Hudson common, preferred and warrants, materially changing ownership stakes.

The document provides transaction mechanics: Star shareholders received Hudson common at a 0.23 exchange ratio and Star preferred converted into Hudson Series A Preferred. For Mr. Eberwein this produced a mixed package of common shares, a substantial block of Series A preferred (1,182,414 shares), and exercisable warrants, indicating the merger consideration included both voting and non-voting economic instruments. This is a material post-merger ownership disclosure that may influence control dynamics and capital structure discussions.






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




Comment for Type of Reporting Person:
* Includes 49,450 shares of common stock underlying immediately exercisable warrants ("Warrants") to purchase Hudson common stock. The Warrants were issued by Star (as defined below) and were exercisable for 215,000 shares of Star common stock, and following the closing of the Merger (as defined below) are exercisable for 49,450 shares of Hudson common stock. Excludes 118,464 share units under the Issuer's 2009 Incentive Stock and Awards Plan, as amended and restated, which are payable in shares of common stock up to 90 days following Mr. Eberwein ceasing to provide service to the Issuer and, therefore, are not considered to be beneficially owned. This also excludes 27,156 share units under the Issuer's Director Deferred Share Plan, which are payable in shares of common stock up to 90 days following Mr. Eberwein ceasing to provide service to the Issuer and, therefore, are not considered to be beneficially owned.


SCHEDULE 13D


JEFFREY E. EBERWEIN
Signature:/s/ Jeffrey E. Eberwein
Name/Title:Jeffrey E. Eberwein
Date:08/22/2025

FAQ

What stake in Hudson Global (HSON) does Jeffrey E. Eberwein report?

The filing reports Mr. Eberwein beneficially owns 512,514 common shares, representing approximately 14.6% of Hudson's common stock as of August 22, 2025.

How did Mr. Eberwein acquire his Hudson (HSON) position?

His position resulted from the closing of a merger between Hudson and Star Equity Holdings, where Star equity was converted into Hudson securities under the Merger Agreement.

What specific securities did Mr. Eberwein receive in the merger?

He received 188,686 shares of Hudson common stock, 1,182,414 shares of Hudson Series A Preferred Stock, 49,450 warrants to purchase common stock, and restricted stock units for common and preferred stock.

Does the filing report recent transactions in HSON common stock by Mr. Eberwein?

No; the filing states Mr. Eberwein has not engaged in any transactions in Hudson common stock during the 60 days prior to the filing of this Amendment No. 6.

What share count did the filing use to calculate the 14.6% ownership?

The percentage is based on 2,755,335 shares of common stock outstanding as of July 25, 2025, plus approximately 744,291 shares issued in the merger.
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