Kiora Pharmaceuticals, Inc. reports that Nantahala Capital Management, LLC and its principals, Wilmot B. Harkey and Daniel Mack, may be deemed beneficial owners of 438,469 shares of common stock as of March 31, 2026. The filing states those shares represent 9.99% of the outstanding common stock and that the 438,469 shares include shares issuable upon exercise of convertible securities within sixty days. The reporting persons disclose shared voting and dispositive power over the 438,469 shares. A fund advised by Nantahala, BLACKWELL PARTNERS LLC - SERIES A, is identified as having the right to receive dividends or sale proceeds on more than 5% of those shares.
Positive
None.
Negative
None.
Insights
Nantahala reports a near-10% position via convertible exposure.
The filing shows 438,469 shares and discloses that those shares include convertible securities exercisable within sixty days, establishing beneficial ownership and shared voting/dispositive power for Nantahala and two principals as of March 31, 2026.
Future filings may show conversion or disposition activity; cash‑flow treatment and timing of any exercises or sales are not stated here, so subsequent amendments or Form 4s would reveal execution details.
Filing attributes shared control, names underlying fund with >5% entitlement.
The schedule identifies shared voting and dispositive power for Nantahala, Harkey, and Mack and discloses that BLACKWELL PARTNERS LLC - SERIES A has rights to dividends or proceeds exceeding 5% of the reported holdings.
That disclosure clarifies beneficial-interest pathways; the filing does not state any limits, trading plans, or transfers.
Key Figures
Reported shares beneficially owned:438,469 sharesPercent of class:9.99%Convertible securities exercisability:Included in 438,469 shares
3 metrics
Reported shares beneficially owned438,469 sharesAs of March 31, 2026; includes shares exercisable from convertible securities within sixty days
Percent of class9.99%Percent of total common shares outstanding as of March 31, 2026
Convertible securities exercisabilityIncluded in 438,469 sharesShares include those that may be acquired upon exercise within sixty days
"may be deemed to be the beneficial owner of 438,469 Shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
shared dispositive powerregulatory
"Shared Dispositive Power 438,469.00"
Schedule 13G/Aregulatory
"Each of Messrs. Harkey and Mack is filing this as a control person"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
KIORA PHARMACEUTICALS, INC.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
49721T507
(CUSIP Number)
03/31/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
49721T507
1
Names of Reporting Persons
Nantahala Capital Management, 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
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
438,469.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
438,469.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
438,469.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
49721T507
1
Names of Reporting Persons
Wilmot B. Harkey
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
438,469.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
438,469.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
438,469.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
49721T507
1
Names of Reporting Persons
Daniel Mack
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
438,469.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
438,469.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
438,469.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
KIORA PHARMACEUTICALS, INC.
(b)
Address of issuer's principal executive offices:
169 SAXONY RD. SUITE 212 ENCINITAS, CALIFORNIA, 92024
Item 2.
(a)
Name of person filing:
(1) Nantahala Capital Management, LLC ("Nantahala")
(2) Wilmot B. Harkey
(3) Daniel Mack (together the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
130 Main St. 2nd Floor, New Canaan, Connecticut 06840
(c)
Citizenship:
(1) Nantahala is a Massachusetts limited liability company.
(2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, $0.01 par value
(e)
CUSIP No.:
49721T507
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 March 31, 2026, Nantahala may be deemed to be the beneficial owner of 438,469 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares. The 438,469 Shares Include 438,469 Shares which may be acquired by the Reporting Persons within sixty days through the exercise of convertible securities.
(b)
Percent of class:
As of March 31, 2026, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding:
(1) Nantahala Capital Management, LLC ("Nantahala") : 9.99%
(2) Wilmot B. Harkey: 9.99%
(3) Daniel Mack: 9.99%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(ii) Shared power to vote or to direct the vote:
(1) Nantahala Capital Management, LLC ("Nantahala") : 438,469 Shares.
(2) Wilmot B. Harkey: 438,469 Shares.
(3) Daniel Mack: 438,469 Shares.
(iii) Sole power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares.
(2) Wilmot B. Harkey: 0 Shares.
(3) Daniel Mack: 0 Shares.
(iv) Shared power to dispose or to direct the disposition of:
(1) Nantahala Capital Management, LLC ("Nantahala") : 438,469 Shares.
(2) Wilmot B. Harkey: 438,469 Shares.
(3) Daniel Mack: 438,469 Shares.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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.
BLACKWELL PARTNERS LLC - SERIES A, a fund advised by Nantahala, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of more than five percent of the outstanding shares of common stock beneficially owned by Nantahala 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.
Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
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.
Nantahala reports beneficial ownership of 438,469 shares, which the filing states equals 9.99% of outstanding common stock as of March 31, 2026. The count includes shares exercisable from convertible securities within sixty days.
Who else is named on the Schedule 13G/A for KPRX?
The filing names Wilmot B. Harkey and Daniel Mack as reporting persons, each shown with shared voting and dispositive power over 438,469 shares and the same 9.99% beneficial ownership figure as of March 31, 2026.
Do the reporting persons have sole voting or dispositive power?
According to the filing, none of the reporting persons have sole voting or dispositive power; each reports 0 sole power and 438,469 shares of shared voting and shared dispositive power as of March 31, 2026.
Does any fund have entitlement to dividends or sale proceeds?
Yes. The filing discloses that BLACKWELL PARTNERS LLC - SERIES A, a fund advised by Nantahala, has the right to receive or direct dividends or proceeds relating to more than 5% of the shares reported as beneficially owned by Nantahala.
