PAVmed Inc. ownership disclosure: Two Seas Capital LP, Two Seas Capital GP LLC and Sina Toussi report beneficial ownership of 657,219 shares of Common Stock, representing 9.99% of the class as of March 31, 2026. The reported total includes 461,539 shares held by Two Seas Global (Master) Fund LP and 195,680 shares issuable upon exercise of warrants within 60 days, calculated against 6,383,089 shares outstanding on that date.
The filing states that Two Seas Capital has sole voting and dispositive power over the shares and warrants through its advisory and GP roles, and that the percentage figures give effect to a beneficial ownership limitation. Signatures indicate the statement was filed on behalf of the three reporting persons.
Positive
None.
Negative
None.
Insights
Institutional holder reports a near-10% position including warrants.
The filing shows 657,219 shares beneficially owned, equal to 9.99% of the class as of March 31, 2026, calculated including 195,680 shares exercisable within 60 days. The ownership combines direct fund holdings and warrants held by the Global Fund.
Key dependencies include the beneficial ownership limitation that affects how many warrants are counted. Subsequent filings could clarify whether warrants are exercised or converted; timing and cash‑flow treatment are not stated in this excerpt.
Voting and dispositive power concentrated in adviser and its GP.
The disclosure attributes sole voting and dispositive power to Two Seas Capital as investment adviser, Two Seas Capital GP LLC as general partner, and Sina Toussi in his managerial roles. This clarifies control lines for the reported stake.
Because the percentage is computed "after giving effect to beneficial ownership limitations," review of any ownership cap language and future amendments is prudent to understand potential changes in reported stake size.
Key Figures
Beneficially owned shares:657,219 sharesPercent of class:9.99%Warrants held by Global Fund:461,539 warrants+2 more
5 metrics
Beneficially owned shares657,219 sharesAmount beneficially owned as of March 31, 2026
Percent of class9.99%Percent of class as of March 31, 2026
Warrants held by Global Fund461,539 warrantsTotal warrants held by the Global Fund (context only)
Warrant shares exercisable195,680 sharesShares that may be obtained within 60 days through warrant exercise
Shares outstanding6,383,089 sharesShares outstanding used in percentage calculation as of March 31, 2026
"Amount beneficially owned as of March 31, 2026: TSC - 657,219 shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
warrantsfinancial
"The total number of warrants ... are a total 461,539 warrants to purchase shares"
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.
beneficial ownership limitationregulatory
"after giving effect to beneficial ownership limitations"
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.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
PAVmed Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
70387R502
(CUSIP Number)
03/31/2026
(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):
70387R502
1
Names of Reporting Persons
Two Seas Capital LP
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
657,219.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
657,219.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
657,219.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
70387R502
1
Names of Reporting Persons
Two Seas Capital GP 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
657,219.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
657,219.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
657,219.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
OO, HC
SCHEDULE 13G
CUSIP Number(s):
70387R502
1
Names of Reporting Persons
Sina Toussi
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
657,219.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
657,219.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
657,219.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
PAVmed Inc.
(b)
Address of issuer's principal executive offices:
360 Madison Avenue, 25th Floor, New York, New York, 10017
Item 2.
(a)
Name of person filing:
The Statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons")
(i) Two Seas Capital LP ("TSC");
(ii) Two Seas Capital GP LLC ("TSC GP"); and
(iii) Sina Toussi.
This statement relates to the Common Stock, $0.001 par value per share (the "Common Stock"), of PAVmed Inc. (the "Issuer") held by Two Seas Global (Master) Fund LP (the "Global Fund"). The principal business of TSC is providing investment advice as a registered investment adviser and serving as investment manager to the Global Fund. As such, TSC has been granted investment discretion over portfolio investments, including the Common Stock, held by or for the account of the Global Fund, including the Global Fund's voting and discretionary decisions. TSC GP serves as general partner of TSC. Sina Toussi serves as the chief investment officer of TSC and managing member of TSC GP.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is 32 Elm Place - 3rd Floor, Rye, New York 10580.
(c)
Citizenship:
(i) Two Seas Capital LP is a Delaware limited partnership;
(ii) Two Seas Capital GP LLC is a Delaware limited liability company; and
(iii) Sina Toussi is a United States citizen.
(d)
Title of class of securities:
Common Stock, $0.001 par value per share
(e)
CUSIP Number(s):
70387R502
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:
Amount beneficially owned as of March 31, 2026:
TSC - 657,219 shares of Common Stock
TSC GP - 657,219 shares of Common Stock
Sina Toussi - 657,219 shares of Common Stock
(b)
Percent of class:
Percent of class as of March 31, 2026:
TSC - 9.99%
TSC GP - 9.99%
Sina Toussi - 9.99%
The shares of Common Stock deemed to be beneficially owned reported for Item 4 total 657,219. The aforementioned shares reported for Item 4 include (i) 461,539 shares of Common Stock held by the Global Fund and (ii) 195,680 shares of Common Stock that may be obtained within 60 days through the exercise of warrants, after giving effect to beneficial ownership limitations. The total number of warrants that would, in the absence of the beneficial ownership blocker, relate to the shares of Common Stock are a total 461,539 warrants to purchase shares of Common Stock held by the Global Fund. TSC may be deemed to have sole power to vote and sole power to dispose of the shares of Common Stock and shares of Common Stock issuable upon the exercise of warrants held by the Global Fund, through its capacity as investment adviser of the Global Fund. TSC GP may be deemed to have sole power to vote and sole power to dispose of the shares of Common Stock and the shares of Common Stock issuable upon the exercise of warrants held by the Global Fund, through its capacity as general partner of TSC. Sina Toussi may be deemed to have sole power to vote and sole power to dispose of the shares of Common Stock and shares of Common Stock issuable upon the exercise of warrants held by Global Fund, through his capacity as Managing Member of TSC GP.
The percentages reported for Item 4(b) are calculated based on a total of 6,383,089 shares of Common Stock outstanding on March 31, 2026, as disclosed in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 14, 2026, plus the 195,680 shares of Common Stock that may be obtained within 60 days through the exercise of warrants, after giving effect to beneficial ownership limitations.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
As of March 31, 2026, the Reporting Persons had sole power to vote or to direct the vote of 657,219 shares of Common Stock.
(ii) Shared power to vote or to direct the vote:
As of March 31, 2026, the Reporting Persons had 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 March 31, 2026, the Reporting Persons had sole power to dispose or to direct the disposition of 657,219 shares of Common Stock.
(iv) Shared power to dispose or to direct the disposition of:
As of March 31, 2026, the Reporting Persons had 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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See disclosure in Item 4, which is incorporated by reference herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See disclosure in Item 2, which is incorporated by reference herein.
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.
Two Seas Capital LP
Signature:
/s/ Sina Toussi
Name/Title:
Sina Toussi / Managing Member of Two Seas Capital GP LLC, its General Partner
How many PAVmed (PAVM) shares does Two Seas Capital report owning?
Two Seas Capital reports beneficial ownership of 657,219 shares. This figure is reported as of March 31, 2026 and is used to calculate the 9.99% ownership percentage disclosed in the filing.
What portion of the reported stake in PAVmed is from warrants?
The filing states 461,539 warrants are held by the Global Fund and 195,680 shares may be obtained through warrant exercise within 60 days. These warrant-derived shares are included in the disclosed total.
How was the 9.99% ownership percentage calculated?
The percentage is calculated using 6,383,089 shares outstanding as of March 31, 2026, plus 195,680 shares exercisable within 60 days, and reflects a stated beneficial ownership limitation in the filing.
Who has voting and dispositive power over the reported PAVmed shares?
The filing states that Two Seas Capital, Two Seas Capital GP LLC, and Sina Toussi may be deemed to have sole voting and sole dispositive power over the shares and warrants through their advisory and GP roles.
Does the filing indicate whether proceeds or cash flows go to PAVmed or the holders?
The excerpt does not state proceeds treatment; the filing attributes holdings to the Global Fund and advisory/GP control, but it does not disclose who would receive sale proceeds or how warrant exercises would be funded.
