Tom Kubota raises Pacific Health Care (PFHO) ownership stake to 66.3%
Filing Impact
Filing Sentiment
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary
Tom Kubota filed Amendment No. 22 to his Schedule 13D on Pacific Health Care Organization, updating his beneficial ownership and recent share purchases. Through the Tom Kubota Revocable Trust of 2013, he beneficially owns 8,475,258 shares of Common Stock and 16,000 shares of Series A Preferred Stock, representing about 66.3% of the company’s Common Stock based on 12,816,000 shares. On May 27, 2026, he bought 65,258 Common shares on the open market at $1.00 per share. Kubota states the acquisitions were made with personal funds, were not for the purpose of changing control, and that he may make additional purchases from time to time.
Positive
- None.
Negative
- None.
Key Figures
Common shares owned: 8,475,258 shares
Series A Preferred shares: 16,000 shares
Ownership percentage: 66.3%
+5 more
8 metrics
Common shares owned
8,475,258 shares
Beneficially owned through the Tom Kubota Revocable Trust of 2013
Series A Preferred shares
16,000 shares
Held by Tom Kubota; convertible 1-for-1 into Common Stock
Ownership percentage
66.3%
Percent of PFHO Common Stock beneficially owned by Kubota
Recent purchase size
65,258 shares
Common Stock bought on May 27, 2026
Purchase price
$1.00 per share
Price paid for Common Stock on May 27, 2026
Shares used for ownership calculation
12,816,000 shares
Common Stock count including assumed conversion of 16,000 preferred shares
Common shares outstanding
12,800,000 shares
Common Stock outstanding as of March 31, 2026
Voting power per preferred share
20,000 votes
Each Series A Preferred share votes as 20,000 Common shares
Key Terms
beneficially owns, Series A Preferred Stock, Schedule 13D, dispositive power, +2 more
6 terms
beneficially owns financial
"Through the Trust the Reporting Person beneficially owns 8,475,258 shares of Common Stock"
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.
Series A Preferred Stock financial
"16,000 shares of Series A Preferred Stock of the Issuer"
Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.
Schedule 13D regulatory
"This Amendment No. 22 amends and supplements the original filed by the Reporting Person on Schedule 13D"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
dispositive power financial
"may be deemed to have the sole power to vote or direct the vote, and sole power to dispose"
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.
open market financial
"acquired 65,258 shares of Common Stock of the Issuer on the open market for $1.00 per share"
An open market is a system where buying and selling of goods, services, or financial assets happen freely without restrictions or special controls. For investors, it means they can trade assets easily and quickly, which helps determine fair prices based on supply and demand. This environment encourages transparency and competition, making it easier to buy or sell with confidence.
personal funds financial
"All shares of the Issuer's Common Stock acquired by the Reporting Person were acquired with personal funds"
FAQ
What percentage of PFHO does Tom Kubota’s stake represent?
Kubota’s holdings represent approximately 66.3% of PFHO Common Stock, based on 12,816,000 shares, which includes 12,800,000 shares outstanding and 16,000 shares assumed issued upon conversion of his Series A Preferred Stock into Common Stock.
What are the key terms of PFHO’s Series A Preferred Stock held by Tom Kubota?
Kubota holds 16,000 shares of PFHO Series A Preferred Stock, convertible into Common Stock on a one-for-one share basis at his election with no expiration date. Each preferred share carries voting rights equal to 20,000 Common shares.
Did Tom Kubota state any intent to change control of PFHO with these acquisitions?
No, Kubota stated the acquisitions were not for changing control of Pacific Health Care Organization. He was already CEO, President, and Board Chairman and the largest shareholder before the purchases, and he anticipates potential additional acquisitions over time.