Armistice Capital/Steven Boyd disclose 525,583 shares (9.99%) in LM Funding America
Rhea-AI Filing Summary
Armistice Capital, LLC and Steven Boyd report joint beneficial ownership of 525,583 shares of LM Funding America, Inc. common stock, representing 9.99% of the class based on information from the issuer. The reporting persons state they hold shared voting and dispositive power over these shares and report no sole voting or dispositive power. Armistice Capital is the investment manager of the Master Fund, the direct holder of the shares, and by contract exercises voting and investment power over the Master Fund's securities; the Master Fund disclaims beneficial ownership to the extent it cannot vote or dispose of the shares. The filing certifies the securities were acquired and are held in the ordinary course of business and not to change or influence control of the issuer.
Positive
- Disclosure of a material stake: Reporting persons disclose 525,583 shares (9.99%), providing transparency to the market
- Clear governance detail: Filing explains that Armistice Capital exercises voting and investment power as manager of the Master Fund
- Ordinary-course certification: Reporting persons certify the position was acquired and is held in the ordinary course and not to change control
Negative
- None.
Insights
TL;DR Reporting persons disclose a near-10% position with shared voting power, filed as an amendment and claimed to be held in the ordinary course.
The filing shows Armistice Capital and Steven Boyd collectively beneficially own 525,583 shares (9.99%) of LM Funding America, Inc. The structure indicates the Master Fund is the direct holder while Armistice, as investment manager, exercises voting and investment authority under an investment management agreement. The reporting persons explicitly report shared voting and dispositive power and no sole voting or dispositive power, and they certify the position was not acquired to influence control. For investors, this is a material ownership disclosure that increases transparency about a substantial holder without signaling activist intent.
TL;DR Joint Schedule 13G/A discloses a significant passive stake with managerial control exercised through an investment adviser relationship.
The document clarifies governance relationships: Armistice Capital manages the Master Fund and thus exercises voting and investment power over the Master Fund's LM Funding America shares, while the Master Fund disclaims direct beneficial ownership due to that management agreement. The filing is a routine, corrective/amendatory disclosure (Amendment No. 3) making clear allocation of voting and disposition rights and confirming the stated non-control purpose. This delineation matters for governance analysis because it documents who can influence votes even when sole powers are not claimed.