Standard BioTools Inc. received a Schedule 13G filing from MAK Capital Fund LP, MAK Capital One L.L.C., and Michael A. Kaufman reporting a significant passive ownership stake. The Reporting Persons disclose beneficial ownership of 19,967,565 shares of common stock, representing 5.19% of the outstanding shares. They report shared power to vote and dispose of all of these shares, with no sole voting or dispositive power.
The ownership percentage is calculated using 384,565,414 shares outstanding as of November 2, 2025, as reported by the company in a prior quarterly report. The filers certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Standard BioTools, indicating a passive investment stance.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
STANDARD BIOTOOLS INC.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
34385P108
(CUSIP Number)
12/31/2025
(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.
34385P108
1
Names of Reporting Persons
MAK Capital Fund 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
BERMUDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
19,967,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
19,967,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,967,565.00
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)
5.19 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: For Item 6 and 11:
The calculation is based upon the shares of Common Stock beneficially owned as of January 7, 2026 and a total of 384,565,414 shares of Common Stock outstanding as of November 2, 2025, as reported by the Issuer on its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2025.
SCHEDULE 13G
CUSIP No.
34385P108
1
Names of Reporting Persons
MAK Capital One L.L.C.
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
19,967,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
19,967,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,967,565.00
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)
5.19 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: For Item 11:
The calculation is based upon the shares of Common Stock beneficially owned as of January 7, 2026 and a total of 384,565,414 shares of Common Stock outstanding as of November 2, 2025, as reported by the Issuer on its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2025.
SCHEDULE 13G
CUSIP No.
34385P108
1
Names of Reporting Persons
Michael A. Kaufman
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
19,967,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
19,967,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,967,565.00
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)
5.19 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: For Item 11:
The calculation is based upon the shares of Common Stock beneficially owned as of January 7, 2026 and a total of 384,565,414 shares of Common Stock outstanding as of November 2, 2025, as reported by the Issuer on its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2025.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
STANDARD BIOTOOLS INC.
(b)
Address of issuer's principal executive offices:
2 Tower Place, Suite 2000, South San Francisco, CA 94080
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed by
i. MAK Capital Fund LP ("MAK Fund")
ii. MAK Capital One L.L.C. ("MAK Capital"); and
iii. Michael A. Kaufman ("Mr. Kaufman," and collectively with MAK Fund and MAK Capital, the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
The principal business address of (i) MAK Fund is c/o Wakefield Quin, Victoria Place, 31 Victoria Street, Bermuda; and (ii) MAK Capital and Mr. Kaufman is 590 Madison Avenue, 31st Floor, New York, NY 10022.
(c)
Citizenship:
MAK Fund is a Bermuda limited partnership.
MAK Capital is a Delaware limited liability company.
Mr. Kaufman is a United States citizen.
(d)
Title of class of securities:
Common Stock, $0.001 par value per share
(e)
CUSIP No.:
34385P108
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:
19,967,565
(b)
Percent of class:
5.19
The calculation is based upon the shares of Common Stock beneficially owned as of January 7, 2026 and a total of 384,565,414 shares of Common Stock outstanding as of November 2, 2025, as reported by the Issuer on its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 4, 2025.
(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:
19,967,565
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
19,967,565
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.
Not Applicable
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 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.
What stake in Standard BioTools (LAB) does MAK Capital report?
The filing reports that the Reporting Persons beneficially own 19,967,565 shares of Standard BioTools common stock, representing 5.19% of the outstanding shares.
Who are the reporting persons in this Standard BioTools Schedule 13G?
The Schedule 13G is filed by MAK Capital Fund LP, MAK Capital One L.L.C., and Michael A. Kaufman, collectively referred to as the Reporting Persons.
Is MAK Capital’s ownership in Standard BioTools considered passive or activist?
The Reporting Persons certify that the securities were not acquired and are not held to change or influence control of Standard BioTools, indicating a passive investment under Schedule 13G.
How much voting power does MAK Capital have in Standard BioTools?
The Reporting Persons report 0 sole voting power and 19,967,565 shares of shared voting power, matching their total beneficially owned shares.
What share count did MAK Capital use to calculate its 5.19% stake in LAB?
The 5.19% ownership is based on 384,565,414 shares of Standard BioTools common stock outstanding as of November 2, 2025, as reported by the company in its Form 10-Q.
Does Michael A. Kaufman have dispositive power over Standard BioTools shares?
The filing states that the Reporting Persons have 0 sole dispositive power and 19,967,565 shares of shared dispositive power over Standard BioTools common stock.
