Pelthos Therapeutics Inc. received an Amendment to a Schedule 13G filed by AME Equities LLC and Ruth Friedman reporting that each Reporting Person no longer beneficially owns any shares of the issuer's common stock. The cover-page information and Item 4 are updated to show an aggregate beneficial ownership of 0 shares, representing 0% of the class, and the Amendment is described in the filing as an exit filing.
The filing clarifies that Ms. Friedman is the manager of AME and, by prior rule definitions, could be deemed to have shared voting and dispositive power with respect to any shares owned by AME, but the updated statement shows no sole or shared voting or dispositive power for either Reporting Person.
Positive
Reporting Persons disclose 0 shares beneficially owned, representing 0% of the class
Amendment explicitly states it constitutes an exit filing from prior >5% ownership
Negative
None.
Insights
TL;DR: Reporting persons report zero beneficial ownership; this is a routine exit disclosure with no direct change to company fundamentals.
The Amendment updates prior disclosures to reflect that AME Equities LLC and Ruth Friedman no longer beneficially own any Pelthos common stock, with all sole and shared voting and dispositive powers reported as 0. This is an administrative ownership update and does not disclose any transactions, new positions, or material corporate events that would alter Pelthos' financial profile.
TL;DR: Governance note — the filing documents an exit of previously reported holdings and reaffirms reporting structure and manager status.
The filing reiterates a Joint Filing Agreement among the Reporting Persons and identifies Ms. Friedman as manager of AME, noting she may be deemed to have shared power with respect to AME-owned shares. The Amendment specifically records that neither party currently holds voting or dispositive power over any shares, and it characterizes the submission as an exit filing from prior >5% beneficial ownership status.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Pelthos Therapeutics Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
171126204
(CUSIP Number)
06/30/2025
(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)
SCHEDULE 13G
CUSIP No.
171126204
1
Names of Reporting Persons
AME Equities 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
NORTH CAROLINA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: This constitutes an exit filing for the reporting person.
SCHEDULE 13G
CUSIP No.
171126204
1
Names of Reporting Persons
Ruth Friedman
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
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: This constitutes an exit filing for the reporting person.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Pelthos Therapeutics Inc.
(b)
Address of issuer's principal executive offices:
4020 Stirrup Creek Drive, Suite 110, Durham, NC 27703
Item 2.
(a)
Name of person filing:
(i) AME Equities LLC, a North Carolina limited liability company ("AME"); and
(ii) Ruth Friedman ("Ms. Friedman").
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons". Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 1 to the Statement on Schedule 13G filed by the Reporting Persons with the U.S. Securities and Exchange Commission (the "SEC") on March 1, 2024 (the "Schedule 13G"), pursuant to which such Reporting Persons have agreed to file the Schedule 13G, this Amendment No. 1 to Schedule 13G (the "Amendment") and all subsequent amendments to the Schedule 13G and the Amendment jointly in accordance with the provisions of Rule 13d-1(k) of the Act.
The filing of this Amendment should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the shares of common stock, par value $0.0001 per share, of the issuer (the "Common Stock") reported herein.
(b)
Address or principal business office or, if none, residence:
The principal business address of each of the Reporting Persons is 2011 Bradford Hall Place, Charlotte, NC 28270.
(c)
Citizenship:
AME is a North Carolina limited liability company. Ms. Friedman is a citizen of the United States.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
171126204
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 purpose of this Amendment is to amend and supplement the Schedule 13G in order to update the beneficial ownership information on the cover pages and in Item 4 in the Schedule 13G, including to indicate that each of the Reporting Persons has ceased to be the beneficial owner of more than five percent of the outstanding shares of Common Stock and to amend Item 5 of the Schedule 13G accordingly. This Amendment constitutes an exit filing for each of the Reporting Persons.
The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Amendment and is incorporated herein by reference for each such Reporting Person. None of the Reporting Persons beneficially owns any shares of Common Stock.
Ms. Friedman, as the manager of AME, has shared power to vote and/or dispose of any shares of Common Stock beneficially owned by AME. By reason of the provisions of Rule 13d-3 of the Act, Ms. Friedman may be deemed to beneficially own any shares of Common Stock beneficially owned by AME.
(b)
Percent of class:
0 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(A) AME: 0.00
(B) Ms. Friedman: 0.00
(ii) Shared power to vote or to direct the vote:
(A) AME: 0.00
(B) Ms. Friedman: 0.00
(iii) Sole power to dispose or to direct the disposition of:
(A) AME: 0.00
(B) Ms. Friedman: 0.00
(iv) Shared power to dispose or to direct the disposition of:
(A) AME: 0.00
(B) Ms. Friedman: 0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
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.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit 1 filed with the Schedule 13G.
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 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.
AME Equities LLC
Signature:
/s/ Ruth Friedman
Name/Title:
Ruth Friedman, Manager of AME Equities LLC
Date:
08/13/2025
Ruth Friedman
Signature:
/s/ Ruth Friedman
Name/Title:
Ruth Friedman
Date:
08/13/2025
Comments accompanying signature: LIST OF EXHIBITS Exhibit No. 1 - Joint Filing Agreement, dated March 1, 2024 (incorporated by reference to Exhibit 1 to the Schedule 13G filed by the Reporting Persons with the SEC on March 1, 2024).
