North Run Fund Updates 14.7% Stake in LightPath

North Run Strategic Opportunities Fund I and related reporting persons filed Amendment No. 4 to their Schedule 13D on LightPath Technologies, updating their ownership and recent trading activity.

Rhea-AI Filing Summary

North Run Strategic Opportunities Fund I and related reporting persons filed Amendment No. 4 to their Schedule 13D on LightPath Technologies, updating their ownership and recent trading activity. They report beneficial ownership of 10,319,347 shares, representing 14.7% of LightPath’s Class A common stock, based on 62,789,407 shares outstanding as of May 4, 2026.

This stake consists of 2,990,112 common shares and 7,329,235 shares issuable upon conversion of 14,171.6 shares of Series G Convertible Preferred Stock. The fund details multiple open-market sales between March 17 and May 14, 2026 at prices around $12 per share, and notes a March 25, 2026 conversion of 1,591 Series G Preferred shares into 740,000 common shares at a conversion price of $2.15 per share.

Key Figures

Beneficial ownership: 10,319,347 shares Ownership percentage: 14.7% Shares outstanding: 62,789,407 shares +5 more

8 metrics

Beneficial ownership 10,319,347 shares North Run stake in LightPath Class A common

Ownership percentage 14.7% Portion of Class A common outstanding as of May 4, 2026

Shares outstanding 62,789,407 shares LightPath Class A common outstanding as of May 4, 2026

Common shares held 2,990,112 shares Direct Class A common held by North Run

Shares from preferred 7,329,235 shares Issuable upon conversion of Series G Preferred held

Series G Preferred held 14,171.6 shares Series G Convertible Preferred currently exercisable

Preferred conversion 1,591 preferred → 740,000 shares Conversion on March 25, 2026 at $2.15 per share

Recent sale example 302,352 shares at $12.31 Weighted average price on March 25, 2026 open-market sale

Key Terms

Series G Convertible Preferred Stock, Beneficial Ownership Limitation, Exchange Cap, open market sales, +2 more

6 terms

Series G Convertible Preferred Stock financial

"Shares issuable upon the conversion of 14,171.6 shares of Series G Convertible Preferred Stock"

A Series G convertible preferred stock is a specific class of preferred shares that gives its holders priority for dividends and claims on assets, plus the right to convert those shares into common stock under set terms. It matters to investors because it blends income and downside protection with the potential for upside — like holding a bond that can turn into stock — and conversion can dilute existing owners and change voting power and future returns.

Beneficial Ownership Limitation financial

"percentages set forth herein for each of the Reporting Persons do not give effect to the Beneficial Ownership Limitation"

A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.

Exchange Cap financial

"percentages set forth herein for each of the Reporting Persons do not give effect to the Beneficial Ownership Limitation or the Exchange Cap"

open market sales financial

"sold 104,454 Shares at a weighted average price of $12.01 per share, or $1,253,989.70 in the aggregate, in open market sales"

weighted average price financial

"sold 104,454 Shares at a weighted average price of $12.01 per share"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

beneficially owns financial

"NR-SOF directly beneficially owns 10,319,347 Shares, constituting approximately 14.7% of the Shares outstanding"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What ownership stake in LPTH does North Run report in this Schedule 13D/A?

North Run reports beneficial ownership of 10,319,347 LightPath shares, equal to about 14.7% of the Class A common stock. This is based on 62,789,407 shares outstanding as of May 4, 2026.

How is North Run’s 10,319,347-share LPTH position structured?

The position includes 2,990,112 Class A common shares and 7,329,235 shares issuable upon conversion of 14,171.6 shares of Series G Convertible Preferred Stock. The preferred shares are currently exercisable into common shares.

What recent LPTH stock sales does North Run disclose?

North Run discloses several open-market sales between March 17 and May 14, 2026. Individual blocks range from 16,000 to 302,352 shares, at weighted average prices mostly between $12.00 and $12.31 per share.

Did North Run convert any LPTH preferred stock into common shares?

Yes. On March 25, 2026, North Run converted 1,591 shares of Series G Convertible Preferred Stock into 740,000 LightPath common shares. The conversion occurred at a specified price of $2.15 per share.

How many LightPath shares are outstanding for the 14.7% ownership calculation?

The 14.7% figure is based on 62,789,407 LightPath Class A common shares outstanding as of May 4, 2026. This outstanding share count comes from the company’s Form 10-Q filed on May 7, 2026.

Who are the reporting persons in this LPTH Schedule 13D/A filing?

The reporting persons are North Run Strategic Opportunities Fund I, its general partner North Run Opportunities, and individuals Thomas B. Ellis and Todd B. Hammer. Each may be deemed to beneficially own the same 10,319,347 LightPath shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/14/2026 - 08:12 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

LIGHTPATH TECHNOLOGIES INC

(Name of Issuer)

Class A common stock, $0.01 par value

(Title of Class of Securities)

532257805

(CUSIP Number)

Todd B. Hammer
867 Boylston Street, 5th Floor #1361
Boston, MA, 02116
4073824003

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/13/2026

(Date of Event Which Requires Filing of This Statement)

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).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 532257805

1

Name of reporting person

North Run Strategic Opportunities Fund I, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,319,347.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,319,347.00

11

Aggregate amount beneficially owned by each reporting person

10,319,347.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

14.7 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

*Consists of (i) 2,990,112 shares of Class A Common Stock, par value $0.01 per share (the "Shares") of LightPath Technologies, Inc. (the "Issuer") and (ii) 7,329,235 Shares issuable upon the conversion of 14,171.6 shares of Series G Convertible Preferred Stock ("Series G Preferred"). The reported shares of the Series G Preferred are currently exercisable. The aggregate percentage of Shares reported owned by each person named herein is based upon 62,789,407 Shares outstanding as of May 4, 2026, which is the total number of Shares outstanding as of such date as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 532257805

1

Name of reporting person

North Run Strategic Opportunities Fund I GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,319,347.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,319,347.00

11

Aggregate amount beneficially owned by each reporting person

10,319,347.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

14.7 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

*Consists of (i) 2,990,112 Shares and (ii) 7,329,235 Shares issuable upon the conversion of 14,171.6 shares of Series G Preferred. The reported shares of Series G Preferred are currently exercisable. The aggregate percentage of Shares reported owned by each person named herein is based upon 62,789,407 Shares outstanding as of May 4, 2026, which is the total number of Shares outstanding as of such date as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 532257805

1

Name of reporting person

ELLIS THOMAS B

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,319,347.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,319,347.00

11

Aggregate amount beneficially owned by each reporting person

10,319,347.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

14.7 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

*Consists of (i) 2,990,112 shares of Class A Common Stock, par value $0.01 per share (the "Shares") of LightPath Technologies, Inc. (the "Issuer") and (ii) 7,329,235 Shares issuable upon the conversion of 14,171.6 shares of Series G Convertible Preferred Stock ("Series G Preferred"). The reported shares of the Series G Preferred are currently exercisable. The aggregate percentage of Shares reported owned by each person named herein is based upon 62,789,407 Shares outstanding as of May 4, 2026, which is the total number of Shares outstanding as of such date as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

CUSIP Number(s): 532257805

1

Name of reporting person

HAMMER TODD B

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,319,347.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,319,347.00

11

Aggregate amount beneficially owned by each reporting person

10,319,347.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

14.7 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

*Consists of (i) 2,990,112 shares of Class A Common Stock, par value $0.01 per share (the "Shares") of LightPath Technologies, Inc. (the "Issuer") and (ii) 7,329,235 Shares issuable upon the conversion of 14,171.6 shares of Series G Convertible Preferred Stock ("Series G Preferred"). The reported shares of the Series G Preferred are currently exercisable. The aggregate percentage of Shares reported owned by each person named herein is based upon 62,789,407 Shares outstanding as of May 4, 2026, which is the total number of Shares outstanding as of such date as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A common stock, $0.01 par value
(b)	Name of Issuer: LIGHTPATH TECHNOLOGIES INC
(c)	Address of Issuer's Principal Executive Offices: 2603 CHALLENGER TECH CT, STE 100, ORLANDO, FLORIDA , 32826-2716.
Item 1 Comment: This Amendment No. 4 ("Amendment No. 4") amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission on February 25, 2025, as amended by Amendment No. 1 filed on January 7, 2026, Amendment No. 2 filed on February 24, 2026, and Amendment No. 3 filed on March 4, 2026 (as amended, the "Original Schedule 13D" and the Original Schedule 13D as amended by this Amendment No. 4, the "Schedule 13D"). This Amendment No. 4 amends and supplements Items 3, 4 and 5 as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment No. 4 have the meanings set forth in the Original Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and supplemented to add the following at the end thereof: The information in Item 5(c) is incorporated herein by reference.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented to add the following at the end thereof: The information in Item 5(c) is incorporated herein by reference.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 is hereby amended and restated in its entirety to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 62,789,407 Shares outstanding as of May 4, 2026, which is the total number of Shares outstanding as of such date as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026. As a result of the Stockholder Approval, the percentages set forth herein for each of the Reporting Persons do not give effect to the Beneficial Ownership Limitation or the Exchange Cap. As of the date hereof, NR-SOF directly beneficially owns 10,319,347 Shares, constituting approximately 14.7% of the Shares outstanding. North Run Opportunities, as the general partner of NR-SOF, may be deemed to beneficially own 10,319,347 Shares, constituting approximately 14.7% of the Shares outstanding. Each of Mr. Hammer and Mr. Ellis, as the sole members of North Run Opportunities, may be deemed to beneficially own 10,319,347 Shares, constituting approximately 14.7% of the Shares outstanding. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
(b)	Each of North Run Opportunities, and Messrs. Hammer and Ellis may be deemed to share the power to vote and dispose of the Shares owned by NR-SOF.
(c)	Except as otherwise set forth herein, there have been no transactions in securities of the Issuer by the Reporting Persons during the past 60 days. On March 17, 2026, NR-SOF sold 104,454 Shares at a weighted average price of $12.01 per share, or $1,253,989.70 in the aggregate, in open market sales. The Shares were sold at prices ranging from $12.00 to $12.0314, inclusive. On March 18, 2026, NR-SOF sold 16,000 Shares at a price of $12.00 per share, or $192,000.00 in the aggregate, in open market sales. On March 24, 2026, NR-SOF sold 54,557 Shares at a weighted average price of $12.07 per share, or $658,361.56 in the aggregate, in open market sales. The Shares were sold at prices ranging from $12.0203 to $12.1413, inclusive. On March 25, 2026, NR-SOF converted 1,591 shares of Series G Preferred into 740,000 Shares at the conversion price of $2.15 per Share. On March 25, 2026, NR-SOF sold 302,352 Shares at a weighted average price of $12.31 per share, or $3,722,629.70 in the aggregate, in open market sales. The Shares were sold at prices ranging from $12.00 to $12.72074, inclusive. On May 12, 2026, NR-SOF sold 83,052 Shares at a weighted average price of $12.25 per share, or $1,017,066.17 in the aggregate, in open market sales. The Shares were sold at prices ranging from $12.0813 to $12.4449, inclusive. On May 13, 2026, NR-SOF sold 45,000 Shares at a weighted average price of $12.29 per share, or $552,864.10 in the aggregate, in open market sales. The Shares were sold at prices ranging from $12.25 to $12.3452, inclusive. On May 14, 2026, NR-SOF sold 165,000 Shares at a weighted average price of $12.16 per share, or $2,006,880.28 in the aggregate, in open market sales. The Shares were sold at prices ranging from $12.00 to $12.32, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Shares sold at each separate price within the ranges set forth in this Item 5(c).
(d)	No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
(e)	(e) Not applicable.

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.

North Run Strategic Opportunities Fund I, LP

Signature:	/s/ Todd B. Hammer
Name/Title:	Todd B. Hammer, Member
Date:	05/14/2026

North Run Strategic Opportunities Fund I GP, LLC

Signature:	/s/ Todd B. Hammer
Name/Title:	Todd B. Hammer, Member
Date:	05/14/2026

ELLIS THOMAS B

Signature:	/s/ Thomas B. Ellis
Name/Title:	Member
Date:	05/14/2026

HAMMER TODD B

Signature:	/s/ Todd B. Hammer
Name/Title:	Member
Date:	05/14/2026