[SCHEDULE 13G/A] Mustang Bio, Inc. SEC Filing
The Reporting Persons—Intracoastal Capital LLC together with Mitchell P. Kopin and Daniel B. Asher—report beneficial ownership of 185,527 Mustang Bio common shares, representing 4.99% of the company’s common stock. That amount reflects shares issuable upon exercise of a warrant held by Intracoastal and is reported as shared voting and dispositive power with no sole voting or dispositive power.
The filing discloses that two warrants contain blocker provisions preventing exercise to the extent ownership would exceed 4.99%, and states that without those blockers the Reporting Persons may be deemed to beneficially own 1,328,904 shares. The Reporting Persons certify the securities were not acquired to change or influence control of the issuer.
- Clear disclosure of beneficial ownership amounting to 185,527 shares (4.99%).
- Certification under Item 10 stating the securities were not acquired to change or influence control.
- Warrant blocker provisions explicitly limit exercise above the reported 4.99%, reducing immediate control risk.
- Warrants exist that could materially increase beneficial ownership to 1,328,904 shares if blocker provisions were not applied, as stated in the filing.
- Shared voting and dispositive power is reported for 185,527 shares (sole power is zero), indicating coordinated control over those shares.
Insights
TL;DR: Disclosure shows a non-controlling 4.99% economic interest via warrants; blocker provisions limit exercise and apparent control.
The filing reports 185,527 shares beneficially owned (4.99%), arising from Intracoastal Warrant 1, with shared voting and dispositive power and no sole power. Material here is the explicit blocker language in two warrants that prevents exercise above the 4.99% threshold; the document also states that without those blockers each Reporting Person could be deemed to beneficially own 1,328,904 shares. For investors, this is a clear disclosure of potential dilution/ownership accumulation constrained contractually rather than an immediate change in control.
TL;DR: Governance risk appears limited now; shared power exists and warrants merit monitoring, but the filers disclaim intent to change control.
The filing documents shared voting and dispositive power over 185,527 shares and includes an Item 10 certification that the securities were not acquired to influence control. The presence of two warrants with explicit blocker provisions is governance-relevant because they constrain the holder’s ability to convert into a controlling position. This is a routine, transparent Schedule 13G disclosure that signals a non-controlling strategic position under current contractual limits.