PhenixFIN holder updates 10.3% stake disclosure

PhenixFIN Corp received an updated ownership filing showing a shift among existing holders.

Rhea-AI Filing Summary

PhenixFIN Corp received an updated ownership filing showing a shift among existing holders. David A. Lorber now beneficially owns 206,511 shares of PhenixFIN common stock, representing about 10.3% of the company’s outstanding shares, based on 1,998,259 shares outstanding as of February 9, 2026.

The change stems from a March 31, 2026 pro rata in-kind distribution by FrontFour Master Fund, Ltd. of its 81,662.416 PhenixFIN shares to its investors, including 56,537 shares received by Lorber in his capacity as an investor. Following this distribution, FrontFour Master Fund and its investment manager, FrontFour Capital Group LLC, report no beneficial ownership of PhenixFIN stock, while Lorber holds 203,133 shares directly and shares voting and dispositive power over 3,378 shares held in his spouse’s IRA.

Key Figures

Lorber beneficial ownership: 206,511 shares Ownership percentage: 10.3% Shares outstanding: 1,998,259 shares +4 more

7 metrics

Lorber beneficial ownership 206,511 shares PhenixFIN common stock as of March 31, 2026 event

Ownership percentage 10.3% Percentage of PhenixFIN outstanding common stock

Shares outstanding 1,998,259 shares PhenixFIN common stock outstanding as of February 9, 2026

In-kind distribution size 81,662.416 shares PhenixFIN shares distributed by FrontFour Master Fund, Ltd.

Shares received by Lorber 56,537 shares PhenixFIN shares received from Master Fund distribution

Spouse IRA holdings 3,378 shares PhenixFIN shares held in Lorber’s spouse’s IRA

Master Fund post-event holdings 0 shares FrontFour Master Fund, Ltd. PhenixFIN beneficial ownership after distribution

Key Terms

beneficially owns, pro rata in-kind distribution, Schedule 13D, dispositive power, +1 more

5 terms

beneficially owns financial

"As of the date hereof, Mr. Lorber beneficially owns 206,511 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.

pro rata in-kind distribution financial

"the Master Fund made a pro rata in-kind distribution of the 81,662.416 shares of Common Stock"

Schedule 13D regulatory

"This Amendment No. 5 amends the originally filed with the U.S. Securities and Exchange Commission"

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

"Mr. Lorber has sole voting and dispositive power with respect to the 203,133 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.

investment manager financial

"FrontFour Capital Group LLC, the investment manager of the Master Fund"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the latest Schedule 13D/A reveal about PhenixFIN Corp (PFX)?

The amended filing shows an internal shift among existing holders. David A. Lorber now beneficially owns 206,511 PhenixFIN common shares, or about 10.3% of outstanding stock, after receiving shares from a fund’s in-kind distribution.

How many PhenixFIN (PFX) shares does David A. Lorber now beneficially own?

David A. Lorber now beneficially owns 206,511 shares of PhenixFIN common stock. This includes 203,133 shares held directly and 3,378 shares held in his spouse’s IRA, giving him a reported stake of about 10.3% of outstanding shares.

What happened to FrontFour Master Fund’s PhenixFIN (PFX) holdings in this amendment?

FrontFour Master Fund, Ltd. made a pro rata in-kind distribution of its 81,662.416 PhenixFIN shares to its investors. After this distribution, the fund and its investment manager, FrontFour Capital Group LLC, report no beneficial ownership of PhenixFIN common stock.

What percentage of PhenixFIN Corp (PFX) does David A. Lorber’s stake represent?

Lorber’s 206,511 PhenixFIN shares represent about 10.3% of the company’s outstanding common stock. This percentage is calculated using 1,998,259 shares outstanding as of February 9, 2026, as reported by the company in its Form 10-Q.

Were there other PhenixFIN (PFX) stock transactions by the reporting persons?

The filing states that, except as set forth in this amendment, there have been no other transactions in PhenixFIN common stock by the reporting persons. The main reported event is the in-kind distribution and related change in beneficial ownership.

How are David A. Lorber’s voting and dispositive powers over PhenixFIN (PFX) shares structured?

Lorber has sole voting and dispositive power over 203,133 PhenixFIN shares held directly. He also has shared voting and dispositive power over 3,378 shares held in his spouse’s IRA, which are included in his total beneficial ownership.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/02/2026 - 04:45 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)

PhenixFIN Corp

(Name of Issuer)

Common Stock

(Title of Class of Securities)

71742W103

(CUSIP Number)

David Lorber
445 Park Avenue, 10th Floor,
New York, NY, 10022
(212) 859-0390

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/31/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 71742W103

1

Name of reporting person

David A. Lorber

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 203,133.00
8	Shared Voting Power 3,378.00
9	Sole Dispositive Power 203,133.00
10	Shared Dispositive Power 3,378.00

11

Aggregate amount beneficially owned by each reporting person

206,511.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

10.3 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Based on 1,998,259 shares of common stock outstanding as of February 9, 2026 as reported by the issuer in the Form 10-Q filed with the Securities and Exchange Commission on February 9, 2026.

SCHEDULE 13D

CUSIP Number(s): 71742W103

1

Name of reporting person

FrontFour Master Fund, Ltd.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Based on 1,998,259 shares of common stock outstanding as of February 9, 2026 as reported by the issuer in the Form 10-Q filed with the Securities and Exchange Commission on February 9, 2026.

SCHEDULE 13D

CUSIP Number(s): 71742W103

1

Name of reporting person

FrontFour Capital Group LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

IA, OO

Comment for Type of Reporting Person:

Based on 1,998,259 shares of common stock outstanding as of February 9, 2026 as reported by the issuer in the Form 10-Q filed with the Securities and Exchange Commission on February 9, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: PhenixFIN Corp
(c)	Address of Issuer's Principal Executive Offices: 445 Park Avenue, 10th Floor, New York, NEW YORK , 10022.
Item 1 Comment: This Amendment No. 5 amends the Schedule 13D originally filed with the U.S. Securities and Exchange Commission ("SEC") on December 20, 2021, as amended by Amendment No. 1 filed with the SEC on May 16, 2022, Amendment No. 2 filed with the SEC on January 3, 2023, Amendment No. 3 filed with the SEC on March 5, 2024, and Amendment No. 4 filed with the SEC on June 18, 2025 (the "Schedule 13D"), by David A. Lorber, FrontFour Master Fund, Ltd. and FrontFour Capital Group LLC (collectively, the "Reporting Persons"), with respect to the common stock (the "Common Stock") of PhenixFIN Corporation (the "Company").
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented by inserting the following information at the end of Item 4: On March 31, 2026, FrontFour Master Fund, Ltd. (the "Master Fund") made a pro rata in-kind distribution of the 81,662.416 shares of Common Stock it held to its investors. Mr. Lorber received 56,537 shares of the Common Stock solely in his capacity as an investor in the Master Fund as a result of the distribution. Mr. Lorber had previously reported beneficial ownership of all 81,662.416 shares of Common Stock held by the Master Fund on this Schedule 13D. No additional consideration was paid by Mr. Lorber in connection with the distribution of the Common Stock. As result of the distribution, the Master Fund and FrontFour Capital Group LLC, the investment manager of the Master Fund, no longer beneficially own any shares of Common Stock.
Item 5.	Interest in Securities of the Issuer
(a)	As of the date hereof, Mr. Lorber beneficially owns 206,511 shares of Common Stock, 3,378 shares of which are held in his spouse's IRA, representing approximately 10.3% of the Company's outstanding Common Stock, based on 1,998,259 shares of Common Stock outstanding as of February 9, 2026 as reported by the Company in the Form 10-Q filed with the Securities and Exchange Commission on February 9, 2026.
(b)	Mr. Lorber has sole voting and dispositive power with respect to the 203,133 shares of Common Stock held directly by him and shared voting and dispositive power of the 3,378 shares of Common Stock held in his spouse's IRA.
(c)	Except as set forth herein, there have been no other transactions by the Reporting Persons in the Common Stock.
(e)	As of March 31, 2026, the Master Fund and FrontFour Capital Group LLC do not beneficially own any shares of Common Stock.

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.

David A. Lorber

Signature:	/s/ David A. Lorber
Name/Title:	David A. Lorber
Date:	04/02/2026

FrontFour Master Fund, Ltd.

Signature:	/s/ David A. Lorber
Name/Title:	David A. Lorber
Date:	04/02/2026

FrontFour Capital Group LLC

Signature:	/s/ David A. Lorber
Name/Title:	David A. Lorber
Date:	04/02/2026