Schedule 13G filed jointly by ExodusPoint entities and two individuals reports beneficial ownership of shares of ALT5 Sigma Corp common stock. As of August 11, 2025 the Reporting Persons were deemed to beneficially own 6,200,000 shares (about 5.05% of the class) held by ExodusPoint Partners Master Fund, LP; as of the filing date they report they may be deemed to own 5,856,700 shares (about 4.75%). The reporting group has no sole voting or dispositive power and reports shared voting and dispositive power over 5,856,700 shares. The filing includes a Joint Filing Agreement as Exhibit 99.1 and certifications that the holdings are not for purposes of changing control.
Positive
Transparent joint disclosure by the investment manager, GP and principals with Exhibit 99.1
Clear numeric detail on shares and percentage (6,200,000 at 5.05% on Aug 11, 2025; 5,856,700 at 4.75% as of filing)
Negative
Reported stake declined from ~5.05% to ~4.75%, reducing the reported ownership below the 5% threshold
Insights
TL;DR: ExodusPoint disclosed a stake just above 5% that later fell below 5%, signaling a non-controlling institutional position.
The Schedule 13G shows an institutional investor (ExodusPoint Master Fund) initially holding approximately 5.05% of ALT5 Sigma Corp then reporting a current position of ~4.75%. The report clarifies that voting and dispositive powers are shared, not sole, and the holders state the position is passive (not intended to influence control). For investors, the filing documents meaningful but non-controlling exposure concentrated in one fund vehicle and reflects routine reporting and joint filing governance.
TL;DR: Joint filing and Exhibit 99.1 indicate coordinated disclosure; ownership below 5% removes certain Section 13d implications.
The filing structure—ExodusPoint Capital Management, ExodusPoint Capital Partners, and two individuals filing jointly—follows Rule 13d-1(k) practices and supplies required certifications. The change from ~5.05% to ~4.75% is material for reporting classification: crossing below 5% typically changes obligations under Schedule 13D timing and disclosure expectations. The statement that holdings are not for the purpose of influencing control is a standard certification but legally important for classification.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
ALT5 Sigma Corp
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
47089W104
(CUSIP Number)
08/11/2025
(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.
47089W104
1
Names of Reporting Persons
ExodusPoint Capital Management, LP
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
5,856,700.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,856,700.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,856,700.00
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)
4.75 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP No.
47089W104
1
Names of Reporting Persons
ExodusPoint Capital Partners GP, 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
5,856,700.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,856,700.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,856,700.00
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)
4.75 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP No.
47089W104
1
Names of Reporting Persons
Michael Gelband
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
5,856,700.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,856,700.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,856,700.00
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)
4.75 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
CUSIP No.
47089W104
1
Names of Reporting Persons
Hyung Lee
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
5,856,700.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,856,700.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,856,700.00
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)
4.75 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
ALT5 Sigma Corp
(b)
Address of issuer's principal executive offices:
325 E. Warm Springs Road, Suite 102, Las Vegas, Nevada, 89119
Item 2.
(a)
Name of person filing:
This statement is filed by (each, a "Reporting Person" and, collectively, the "Reporting Persons"): (i) ExodusPoint Capital Management, LP ("ExodusPoint Capital Management") with respect to shares of Common Stock, $0.001 par value per share ("Shares") of the Issuer held by ExodusPoint Partners Master Fund, LP, an investment fund it manages ("ExodusPoint Master Fund"); (ii) ExodusPoint Capital Partners GP, LLC ("ExodusPoint Capital Partners") with respect to Shares held by ExodusPoint Master Fund; (iii) Michael Gelband ("Mr. Gelband"); and (iv) Hyung Lee ("Mr. Lee"), each with respect to Shares beneficially owned by ExodusPoint Capital Management and ExodusPoint Capital Partners.
ExodusPoint Capital Management, ExodusPoint Capital Partners, Mr. Gelband and Mr. Lee have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which they have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of ExodusPoint Capital Management, ExodusPoint Capital Partners, Mr. Gelband and Mr. Lee is 65 East 55th Street, New York, NY 10022.
(c)
Citizenship:
ExodusPoint Capital Management is a Delaware limited partnership. ExodusPoint Capital Partners is a Delaware limited liability company. Mr. Gelband is a United States citizen. Mr. Lee is a United States citizen.
(d)
Title of class of securities:
Common Stock, $0.001 par value per share
(e)
CUSIP No.:
47089W104
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:
As of August 11, 2025, each of the Reporting Persons was deemed the beneficial owner of 6,200,000 Shares, which were held directly by ExodusPoint Master Fund.
As of the date hereof, each of the Reporting Persons may be deemed the beneficial owner of 5,856,700 Shares, which are held directly by ExodusPoint Master Fund.
ExodusPoint Capital Management, ExodusPoint Capital Partners, Mr. Gelband and Mr. Lee directly own no Shares. Pursuant to an investment management agreement, ExodusPoint Capital Management maintains investment and voting power with respect to the securities held by ExodusPoint Master Fund. ExodusPoint Capital Partners is the general partner of ExodusPoint Capital Management. Mr. Gelband and Mr. Lee control each of ExodusPoint Capital Management and ExodusPoint Capital Partners.
(b)
Percent of class:
As of August 11, 2025, each of the Reporting Persons was deemed to beneficially own approximately 5.05% of the Shares outstanding.
As of the date hereof, each of the Reporting Persons may be deemed to beneficially own approximately 4.75% of the Shares outstanding.
(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:
5,856,700
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
5,856,700
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.
ExodusPoint Master Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See disclosure in Item 4 hereof.
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 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.
ExodusPoint Capital Management, LP
Signature:
/s/ Timothy Cruise
Name/Title:
Timothy Cruise, Authorized Signatory
Date:
08/18/2025
ExodusPoint Capital Partners GP, LLC
Signature:
/s/ Timothy Cruise
Name/Title:
Timothy Cruise, Authorized Signatory
Date:
08/18/2025
Michael Gelband
Signature:
/s/ Michael Gelband
Name/Title:
Michael Gelband
Date:
08/18/2025
Hyung Lee
Signature:
/s/ Hyung Lee
Name/Title:
Hyung Lee
Date:
08/18/2025
Exhibit Information
Exhibit 1: Joint Filing Agreement, dated August 18, 2025
What stake did ExodusPoint report in ALT5 Sigma Corp (CUSIP 47089W104)?
As of August 11, 2025 they were deemed to beneficially own 6,200,000 shares (~5.05%); the filing states they may now be deemed to own 5,856,700 shares (~4.75%).
Who are the reporting persons on this Schedule 13G for ALT5 Sigma?
The filing is by ExodusPoint Capital Management, LP, ExodusPoint Capital Partners GP, LLC, and individuals Michael Gelband and Hyung Lee.
Do the reporting persons claim voting or dispositive control over the shares?
They report 0 sole voting or dispositive power and shared voting and dispositive power over 5,856,700 shares.
Does the filing indicate the position is intended to influence control of ALT5 Sigma?
No; the certification states the securities were not acquired and are not held for the purpose of changing or influencing control.
Where is the issuer headquartered according to the filing?
The issuer's principal executive offices are listed at 325 E. Warm Springs Road, Suite 102, Las Vegas, Nevada 89119.
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