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Deep Track Capital reports 9.99% ProMIS Neurosciences (PMN) ownership cap

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

Rhea-AI Filing Summary

ProMIS Neurosciences Inc. received a Schedule 13G filing showing that Deep Track Capital and related entities beneficially own 902,561 common shares, representing 9.99% of the company’s common stock as of February 6, 2026.

The filing explains that this percentage is calculated using 9,034,646 common shares, combining 2,152,444 shares outstanding as of November 12, 2025, 6,815,296 shares issued on January 30, 2026, and 66,906 shares that could be converted up to a 9.99% maximum ownership cap.

The beneficial ownership includes 835,655 warrants that are exercisable into common shares but are subject to a 9.99% “Maximum Percentage” limitation, so exercises cannot push Deep Track’s collective holdings above that threshold.

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Insights

Deep Track Capital discloses a capped 9.99% stake in ProMIS.

The Schedule 13G shows Deep Track Capital and affiliates holding 902,561 ProMIS common shares, or 9.99% of the class, as of February 6, 2026. This includes positions held through Deep Track Biotechnology Master Fund and Deep Track Special Opportunities Fund.

Ownership is calculated over 9,034,646 shares, combining shares outstanding from a November 12, 2025 10-Q, additional shares issued in an January 30, 2026 8-K, and 66,906 shares potentially convertible within a 9.99% cap. The filing states the securities are not held to change or influence control.

A key structural feature is 835,655 warrants that are exercisable into common stock but constrained by a 9.99% “Maximum Percentage” clause. This means warrant exercises cannot increase Deep Track’s beneficial ownership above 9.99%, so actual future ownership levels will depend on share count changes and any warrant exercises within that cap.






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



Deep Track Capital, LP
Signature:/s/ David Kroin
Name/Title:David Kroin, Managing Member of the General Partner of the Investment Adviser
Date:02/06/2026
Deep Track Biotechnology Master Fund, Ltd.
Signature:/s/ David Kroin
Name/Title:David Kroin, Director
Date:02/06/2026
David Kroin
Signature:/s/ David Kroin
Name/Title:David Kroin
Date:02/06/2026
Deep Track Special Opportunities Fund, LP.
Signature:/s/ David Kroin
Name/Title:David Kroin, Managing Member of the General Partner of the Investment Adviser of Deep Track Special Opportunities Fund, LP
Date:02/06/2026
Exhibit Information

Item 4: Information with respect to the Reporting Persons' ownership of the Common Stock as of February 6, 2026, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. The amount beneficially owned by each Reporting Person is determined using 9,034,646 shares, calculated using 2,152,444 Common Stock outstanding as of November 12, 2025 (adjusted for 1 for 25 stock split), according to the 10-Q filed with the SEC on November 12, 2025 and 6,815,296 Common Stock issued according to the issuer's 8-K filed with the SEC on January 30, 2026 and 66,906 Common Stock that would be converted to Common Stock by the Reporting Person up to the Maximum Percentage. The beneficially owned shares include 835,655 Warrants exercisable to common stock, subject to a 9.99% Maximum Percentage exercise limitation. The Issuer shall not effect the exercise of any portion of the Warrants, to the extent that after giving effect to such exercise, the holder collectively would beneficially own in excess of 9.99% (the "Maximum Percentage") of the number of Common Stock outstanding immediately after giving effect to such exercise. Deep Track Capital LP and David Kroin may be deemed to be considered beneficial owners of a combined 835,655 common stock and 835,655 warrants subject to the Maximum Percentage exercise limitation. Deep Track Biotechnology Master Fund Ltd is the beneficial owner of a combined 651,310 common shares and 651,310 warrants subject to the Maximum Percentage exercise limitation. Deep Track Special Opportunities Fund LP is the beneficial owner of 184,345 common shares and 184,345 warrants subject to the Maximum Percentage exercise limitation. JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Dated: February 6, 2026 Deep Track Capital, LP By: /s/ David Kroin David Kroin, Managing Member of the General Partner of the Investment Adviser Deep Track Biotechnology Master Fund, Ltd. By: /s/ David Kroin David Kroin, Director David Kroin By: /s/ David Kroin David Kroin Deep Track Special Opportunities Fund, LP. By: /s/ David Kroin David Kroin, Managing Member of the General Partner of the Investment Adviser of Deep Track Special Opportunities Fund, LP

FAQ

What stake does Deep Track Capital report in ProMIS Neurosciences (PMN)?

Deep Track Capital and related entities report beneficial ownership of 902,561 ProMIS common shares, equal to 9.99% of the outstanding common stock as of February 6, 2026. This makes Deep Track a significant institutional holder under SEC reporting rules.

How was the 9.99% ownership in ProMIS Neurosciences (PMN) calculated?

The 9.99% figure is based on 9,034,646 common shares, combining 2,152,444 shares outstanding on November 12, 2025, 6,815,296 shares issued on January 30, 2026, and 66,906 shares potentially convertible within the maximum ownership limit described in the filing.

What warrants does Deep Track hold in ProMIS Neurosciences (PMN)?

Deep Track Capital LP and David Kroin may be deemed beneficial owners of 835,655 warrants exercisable into common shares. These warrants, along with 835,655 common shares, are subject to a 9.99% Maximum Percentage exercise limitation that restricts post-exercise ownership.

How is ownership split among Deep Track entities in ProMIS Neurosciences (PMN)?

Deep Track Biotechnology Master Fund Ltd beneficially owns 651,310 common shares and 651,310 warrants, while Deep Track Special Opportunities Fund LP holds 184,345 common shares and 184,345 warrants. Deep Track Capital LP and David Kroin are deemed beneficial owners of the combined positions.

Does Deep Track aim to influence control of ProMIS Neurosciences (PMN)?

The certification states the securities were not acquired and are not held for the purpose of changing or influencing control of ProMIS. They are also not held in connection with any control-related transaction, other than activities tied to a nomination under Rule 240.14a-11.

What is the 9.99% Maximum Percentage mentioned in the ProMIS (PMN) filing?

The filing describes a 9.99% Maximum Percentage limit on warrant exercises. The issuer will not effect any warrant exercise that would cause the holder collectively to beneficially own more than 9.99% of ProMIS common shares immediately after such exercise.

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