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Schedule 13G: CoinFund-Affiliated Funds Disclose Near-10% OCTO Ownership

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

CF-managed funds disclosed combined ownership of 18,241,012 shares (approximately 9.9%) of Eightco Holdings Inc. The filing lists nine Reporting Persons affiliated with CoinFund, including four Cayman Islands funds and their Delaware general partners and manager. Holdings break down as direct positions plus warrants: CF DAT A LP (5,270,117 shares plus warrants for 2,045,735 shares), CFLO (9,627,145 shares plus warrants for 3,737,030 shares), Series F (1,120,125 shares plus warrants for 434,806 shares) and Series G (1,105,901 shares plus warrants for 429,284 shares). Warrants include a Beneficial Ownership Blocker that prevents exercise above a 9.99% threshold. The report states the positions are not held to change or influence control and is signed by Seth Ginns on behalf of the reporting entities.

Positive

  • Disclosure of material ownership: Combined holdings of 18,241,012 shares (~9.9%) are clearly reported.
  • Warrant structure transparency: The filing specifies warrants and the Beneficial Ownership Blocker that prevents exercise above 9.99%.
  • Regulatory compliance: Report filed on Schedule 13G with signatures and a Joint Filing Agreement (Exhibit 99.1).

Negative

  • Significant concentration: The aggregated stake of ~9.9% represents a meaningful ownership concentration in the issuer.
  • Shared voting power: All reported positions show zero sole voting power and reliance on shared voting/dispositive arrangements, which may complicate attribution of control.

Insights

TL;DR: CoinFund-affiliated entities disclosed a near-10% economic stake in Eightco via shares and exercisable warrants; ownership constrained by a 9.99% blocker.

The Schedule 13G shows coordinated reporting by multiple related investment vehicles managed by CoinFund, aggregating 18,241,012 shares or about 9.9% of Eightco's outstanding common stock on a diluted basis as calculated from the issuer's S-3 disclosure.

This position size exceeds the 5% passive ownership threshold that triggers public reporting and is sufficiently large to be material to investors assessing ownership concentration and potential voting influence, though the filing explicitly disclaims group status and control intent. The presence of the Beneficial Ownership Blocker on warrants limits immediate dilution risk from warrant exercises beyond 9.99%.

TL;DR: Multiple affiliated fund and GP entities disclose shared voting and dispositive power over a near-10% stake; governance influence may be possible within passive limits.

The report details shared voting and dispositive power across CF entities rather than sole control, with all reporting persons showing zero sole power and material shared power figures. Filers expressly disclaim group status and certify passive intent under Schedule 13G rules, which limits interpretation toward non-control ownership. The filing is properly executed and includes a Joint Filing Agreement as Exhibit 99.1.






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





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



CF Series DAT A LP
Signature:/s/ Seth Ginns
Name/Title:By CF Series DAT A GP LLC, its general partner, By Seth Ginns, Managing Member
Date:09/16/2025
CF Series DAT A GP LLC
Signature:/s/ Seth Ginns
Name/Title:By Seth Ginns, Managing Member
Date:09/16/2025
CoinFund Liquid Opportunities LP
Signature:/s/ Seth Ginns
Name/Title:By CoinFund Liquid Opportunities GP LLC, its general partner, By Seth Ginns, Managing Member
Date:09/16/2025
CoinFund Liquid Opportunities GP LLC
Signature:/s/ Seth Ginns
Name/Title:By Seth Ginns, Managing Member
Date:09/16/2025
Series F Liquid Opportunities LP
Signature:/s/ Seth Ginns
Name/Title:By Series F Liquid Opportunities GP LLC, its general partner, By Seth Ginns, Managing Member
Date:09/16/2025
Series F Liquid Opportunities GP LLC
Signature:/s/ Seth Ginns
Name/Title:By Seth Ginns, Managing Member
Date:09/16/2025
Series G Liquid Opportunities LP
Signature:/s/ Seth Ginns
Name/Title:By Series G Liquid Opportunities GP LLC, its general partner, By Seth Ginns, Managing Member
Date:09/16/2025
Series G Liquid Opportunities GP LLC
Signature:/s/ Seth Ginns
Name/Title:By Seth Ginns, Managing Member
Date:09/16/2025
CoinFund Management LLC
Signature:/s/ Seth Ginns
Name/Title:By Seth Ginns, Managing Member
Date:09/16/2025
Exhibit Information

Exhibit 99.1 Joint Filing Agreement

FAQ

What percent of Eightco Holdings (OCTO) do CoinFund-affiliated entities own?

The reporting persons disclose beneficial ownership of 18,241,012 shares, approximately 9.9% of the outstanding common stock on a diluted basis.

Do the filings include warrants and can they be exercised?

Yes. The filings list warrants held by several reporting persons but state a Beneficial Ownership Blocker prevents exercise to the extent that ownership would exceed 9.99%.

Are these filings indicating an intent to influence control of Eightco (OCTO)?

The Reporting Persons certify the securities were not acquired to change or influence control and filed under Schedule 13G for passive investors.

Who signed the Schedule 13G for the reporting entities?

Each reporting entity's signature block is executed by Seth Ginns, Managing Member, dated 09/16/2025.

How were the ownership percentages calculated?

Percentages are based on 181,474,997 shares outstanding as of September 9, 2025, per the issuer's Form S-3 referenced in the filing.
Eightco Holdings Ord Shs

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