[SCHEDULE 13G/A] Ovid Therapeutics Inc. Amended Passive Investment Disclosure
Affinity Asset Advisors holds 7.9% of Ovid stock
Affinity Asset Advisors, LLC and Michael Cho, through Affinity Healthcare Fund, LP, report beneficial ownership of 15,143,728 shares of Ovid Therapeutics Inc. common stock as of June 30, 2026.
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Affinity Asset Advisors, LLC and Michael Cho, through Affinity Healthcare Fund, LP, report beneficial ownership of 15,143,728 shares of Ovid Therapeutics Inc. common stock as of June 30, 2026. This represents 7.9% of the outstanding common stock and includes 4,999,166 shares issuable upon exercise of warrants that are each subject to a 9.99% Beneficial Ownership Limitation. The reporting persons have sole voting and dispositive power over all 15,143,728 shares and no shared voting or dispositive power.
Key Figures
Beneficial ownership:15,143,728 sharesOwnership percentage:7.9%Warrant shares:4,999,166 shares+3 more
6 metrics
Beneficial ownership15,143,728 sharesShares of Ovid common stock beneficially owned as of June 30, 2026
Ownership percentage7.9%Portion of Ovid common stock class beneficially owned by the reporting persons
Warrant shares4,999,166 sharesOvid shares issuable upon exercise of warrants held by the Fund
Shares outstanding baseline191,639,268 sharesOvid common shares deemed outstanding for ownership calculation as of June 30, 2026
Beneficial Ownership Limitation9.99%Cap on ownership used to limit warrant exercises
Sole voting and dispositive power15,143,728 sharesShares over which the reporting persons have sole voting and dispositive power
Key Terms
Beneficial Ownership Limitation, beneficially own, warrants, sole voting power, +1 more
5 terms
Beneficial Ownership Limitationregulatory
"The Warrants are all subject to a beneficial ownership limitation of 9.99%"
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.
beneficially ownregulatory
"the Reporting Persons beneficially own 15,143,728 shares of common stock"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
warrantsfinancial
"includes 4,999,166 shares of Common Stock issuable upon the exercise of warrants"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
sole voting powerregulatory
"the Reporting Persons have sole power to vote or to direct the vote"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
dispositive powerregulatory
"sole power to dispose or to direct the disposition of 15,143,728 shares"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many OVID shares does Affinity Asset Advisors report owning?
Affinity Asset Advisors and Michael Cho report beneficial ownership of 15,143,728 shares of Ovid Therapeutics common stock as of June 30, 2026, held through Affinity Healthcare Fund, LP, including shares underlying warrants.
What percentage of Ovid Therapeutics (OVID) does Affinity Asset Advisors own?
Affinity Asset Advisors and Michael Cho beneficially own approximately 7.9% of Ovid Therapeutics common stock as of June 30, 2026, based on 191,639,268 shares outstanding including warrant shares counted under the Beneficial Ownership Limitation.
How many OVID shares are tied to warrants held by Affinity Healthcare Fund?
The reported position includes 4,999,166 shares of Ovid common stock issuable upon exercise of warrants held directly by Affinity Healthcare Fund, LP, calculated after giving effect to the 9.99% Beneficial Ownership Limitation on those warrants.
Who controls voting and investment power over Affinity’s OVID stake?
Affinity Asset Advisors, LLC, as investment manager of Affinity Healthcare Fund, LP, and Michael Cho, its managing member, have sole voting and dispositive power over 15,143,728 Ovid shares and no shared voting or dispositive power.
What is the Beneficial Ownership Limitation on Affinity’s OVID warrants?
The Ovid warrants held by Affinity Healthcare Fund are subject to a 9.99% Beneficial Ownership Limitation, capping the number of shares issuable so that post-exercise ownership does not exceed 9.99% of Ovid’s outstanding common stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Ovid Therapeutics Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
690469101
(CUSIP Number)
06/30/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
690469101
1
Names of Reporting Persons
Affinity Asset Advisors, LLC
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
15,143,728.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
15,143,728.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
15,143,728.00
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)
7.9 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP Number(s):
690469101
1
Names of Reporting Persons
Michael Cho
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
15,143,728.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
15,143,728.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
15,143,728.00
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)
7.9 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Ovid Therapeutics Inc.
(b)
Address of issuer's principal executive offices:
441 Ninth Avenue, 14th Floor, New York, New York, 10001
Item 2.
(a)
Name of person filing:
Affinity Asset Advisors, LLC
Michael Cho
(b)
Address or principal business office or, if none, residence:
450 Park Avenue
Suite 1403
New York, NY 10022
(c)
Citizenship:
Affinity Asset Advisors, LLC is a Delaware limited liability company, and Michael Cho is an individual and is a citizen of the United States.
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
690469101
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:
The securities reported herein are directly held by Affinity Healthcare Fund, LP (the "Fund"). Affinity Asset Advisors, LLC (the "Adviser") is the investment manager of the Fund and exercises voting and investment power over the securities held directly by the Fund reported herein pursuant to an investment management agreement between the Adviser, the Fund, and the general partner of the Fund. The Adviser may be deemed to beneficially own the securities reported herein held by the Fund by virtue of its position as investment manager of the Fund. Michael Cho, the managing member of the Adviser, may be deemed a beneficial owner of the securities reported herein held directly by the Fund.
As of June 30, 2026, the Adviser and Mr. Cho (collectively, the "Reporting Persons") beneficially own 15,143,728 shares of common stock, $0.001 par value per share ("Common Stock"), of Ovid Therapeutics Inc. (the "Issuer"), which amount includes 4,999,166 shares of Common Stock issuable upon the exercise of warrants to purchase shares of Common Stock ("Warrants") held directly by the Fund. The Warrants are all subject to a beneficial ownership limitation of 9.99% of the number of shares of Common Stock of the Issuer outstanding immediately after giving effect to the issuance of the shares issuable upon exercise of the Warrants (the "Beneficial Ownership Limitation").
(b)
Percent of class:
As of June 30, 2026, the Reporting Persons beneficially own approximately 7.9% of the Common Stock outstanding.
The percentage disclosed above is based on 191,639,268 shares of Common Stock of the Issuer outstanding as of June 30, 2026, consisting of (a) 186,640,102 shares of Common Stock of the Issuer outstanding as of May 8, 2026, as set forth in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 12, 2026, plus 4,999,166 shares of Common Stock issuable upon the exercise of Warrants held by the Fund, after giving effect to the Beneficial Ownership Limitation.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
As of June 30, 2026, the Reporting Persons have sole power to vote or to direct the vote of 15,143,728 shares of Common Stock, which amount includes 4,999,166 shares of Common Stock issuable upon the exercise of Warrants after giving effect to the Beneficial Ownership Limitation.
(ii) Shared power to vote or to direct the vote:
As of June 30, 2026, the Reporting Persons have shared power to vote or to direct the vote of 0 shares of Common Stock.
(iii) Sole power to dispose or to direct the disposition of:
As of June 30, 2026, the Reporting Persons have sole power to dispose or to direct the disposition of 15,143,728 shares of Common Stock, which amount includes 4,999,166 shares of Common Stock issuable upon the exercise of Warrants after giving effect to the Beneficial Ownership Limitation.
(iv) Shared power to dispose or to direct the disposition of:
As of June 30, 2026, the Reporting Persons have shared power to dispose or to direct the disposition of 0 shares of Common Stock.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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 acquired and are held in the ordinary course of business and 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.
Affinity Asset Advisors, LLC
Signature:
/s/ Andrew Weinstein
Name/Title:
Andrew Weinstein, Chief Financial Officer and Chief Compliance Officer
