[SCHEDULE 13G/A] Pyxis Oncology, Inc. Amended Passive Investment Disclosure
GordonMD Reports 12.1% Stake in Pyxis Oncology
Pyxis Oncology, Inc. ownership disclosure shows GordonMD-related reporting persons each beneficially hold 10,024,909 shares of Common Stock, representing 12.1% of the class as reported.
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Pyxis Oncology, Inc. ownership disclosure shows GordonMD-related reporting persons each beneficially hold 10,024,909 shares of Common Stock, representing 12.1% of the class as reported. The filing lists shared voting and dispositive power of 10,024,909 shares and includes standard disclaimers about beneficial ownership.
Insights
GordonMD group holds a >10% stake via shared control.
The filing lists 10,024,909 shares held with 12.1% ownership and identical shared voting and dispositive power figures. The reporting structure names GordonMD Global Investments LP, GordonMD Long Biased Master Fund LP, GordonMD Long Biased GP LLC, and Craig D. Gordon.
Cash‑flow treatment or plans for disposition are not disclosed in the excerpt; subsequent filings would show transactions if holders trade.
Shared power and disclaimer language indicate advisory-client ownership.
The schedule states the securities are "directly owned by advisory clients of GordonMD Global Investments LP," and includes a disclaimer that reporting persons disclaim beneficial ownership except for pecuniary interest. The filing also references Exhibit B for control person identification.
These attributes suggest control via fund/manager relationships; further detail appears in exhibits referenced in the filing.
Key Figures
Reported shares beneficially owned:10,024,909 sharesPercent of class:12.1%CUSIP:747324101+2 more
5 metrics
Reported shares beneficially owned10,024,909 sharesAmount listed for each GordonMD reporting person
Percent of class12.1%Percent reported for each GordonMD reporting person
CUSIP747324101Common Stock CUSIP reported on the schedule
Shared voting/dispositive power10,024,909 sharesShared voting and shared dispositive power reported
Filing reference date06/30/2026Date shown near the top of the filing
Key Terms
Schedule 13G/A, Shared Dispositive Power, Beneficially owned, Control Person Identification
4 terms
Schedule 13G/Aregulatory
"Header shows "SCHEDULE 13G/A" as the filing type"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
Shared Dispositive Powerregulatory
"Columns list "Shared Dispositive Power 10,024,909.00""
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.
Control Person Identificationregulatory
"Exhibit B referenced: "Control Person Identification""
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does GordonMD report in PYXS?
GordonMD-related parties report 10,024,909 shares, or 12.1%. The Schedule 13G/A lists identical shared voting and dispositive power figures for each reporting person and attributes ownership to advisory clients of GordonMD Global Investments LP.
Which entities are named as reporting persons for PYXS?
The filing names four reporting persons: GordonMD Global Investments LP; GordonMD Long Biased Master Fund LP; GordonMD Long Biased GP LLC; and Craig D. Gordon. Addresses and citizenships for each are provided in the schedule.
Do the reporting persons claim sole voting or dispositive power over PYXS shares?
No; the schedule shows zero sole voting and sole dispositive power. It reports 10,024,909 shares of shared voting power and shared dispositive power for each reporting person.
Are these PYXS shares owned directly or on behalf of clients?
The filing states the securities are directly owned by advisory clients of GordonMD Global Investments LP. It clarifies that, except for GordonMD Long Biased Master Fund LP, other advisory clients are not deemed to beneficially own more than 5% individually.
What CUSIP and class are reported in this Schedule 13G/A for PYXS?
The filing reports Common Stock, par value $0.001 per share, with CUSIP 747324101. The issuer's principal executive office address is included in the schedule.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Pyxis Oncology, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
747324101
(CUSIP Number)
06/30/2026
(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):
747324101
1
Names of Reporting Persons
GordonMD Global Investments 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
0.00
6
Shared Voting Power
10,024,909.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,024,909.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,024,909.00
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)
12.1 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
747324101
1
Names of Reporting Persons
GordonMD Long Biased Master Fund 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
10,024,909.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,024,909.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,024,909.00
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)
12.1 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
747324101
1
Names of Reporting Persons
GordonMD Long Biased 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
0.00
6
Shared Voting Power
10,024,909.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,024,909.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,024,909.00
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)
12.1 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
747324101
1
Names of Reporting Persons
Craig D. Gordon
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
10,024,909.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
10,024,909.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
10,024,909.00
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)
12.1 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Pyxis Oncology, Inc.
(b)
Address of issuer's principal executive offices:
321 HARRISON AVENUE, BOSTON, MA, 02118
Item 2.
(a)
Name of person filing:
GordonMD Global Investments LP
GordonMD Long Biased Master Fund LP
GordonMD Long Biased GP LLC
Craig D. Gordon
(b)
Address or principal business office or, if none, residence:
GordonMD Global Investments LP
9460 WILSHIRE BLVD, SUITE 420, BEVERLY HILLS, CA, 90212
GordonMD Long Biased Master Fund LP
9460 WILSHIRE BLVD, SUITE 420, BEVERLY HILLS, CA, 90212
GordonMD Long Biased GP LLC
9460 WILSHIRE BLVD, SUITE 420, BEVERLY HILLS, CA, 90212
Craig D. Gordon
9460 WILSHIRE BLVD, SUITE 420, BEVERLY HILLS, CA, 90212
(c)
Citizenship:
GordonMD Global Investments LP - Delaware
GordonMD Long Biased Master Fund LP - Cayman Islands
GordonMD Long Biased GP LLC - Delaware
Craig D. Gordon - United States
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
747324101
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:
GordonMD Global Investments LP - 10,024,909
GordonMD Long Biased Master Fund LP - 10,024,909
GordonMD Long Biased GP LLC - 10,024,909
Craig D. Gordon - 10,024,909
(b)
Percent of class:
GordonMD Global Investments LP - 12.1%
GordonMD Long Biased Master Fund LP - 12.1%
GordonMD Long Biased GP LLC - 12.1%
Craig D. Gordon - 12.1%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
GordonMD Global Investments LP - 0
GordonMD Long Biased Master Fund LP - 0
GordonMD Long Biased GP LLC - 0
Craig D. Gordon - 0
(ii) Shared power to vote or to direct the vote:
GordonMD Global Investments LP - 10,024,909
GordonMD Long Biased Master Fund LP - 10,024,909
GordonMD Long Biased GP LLC - 10,024,909
Craig D. Gordon - 10,024,909
(iii) Sole power to dispose or to direct the disposition of:
GordonMD Global Investments LP - 0
GordonMD Long Biased Master Fund LP - 0
GordonMD Long Biased GP LLC - 0
Craig D. Gordon - 0
(iv) Shared power to dispose or to direct the disposition of:
GordonMD Global Investments LP - 10,024,909
GordonMD Long Biased Master Fund LP - 10,024,909
GordonMD Long Biased GP LLC - 10,024,909
Craig D. Gordon - 10,024,909
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.
All of the securities reported in this Schedule 13G are directly owned by advisory clients of GordonMD Global Investments LP. None of those advisory clients, other than GordonMD Long Biased Master Fund LP may be deemed to beneficially own more than 5% of the Common Stock, $0.001 par value.
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.
Please see Exhibit B attached hereto.
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 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.
GordonMD Global Investments LP
Signature:
/s/ GordonMD Global Investments GP LLC
Name/Title:
Craig D. Gordon, Managing Member of the General Partner
Date:
07/02/2026
GordonMD Long Biased Master Fund LP
Signature:
/s/ GordonMD Long Biased GP LLC
Name/Title:
Craig D. Gordon, Managing Member of the General Partner
Date:
07/02/2026
GordonMD Long Biased GP LLC
Signature:
/s/ Craig D. Gordon
Name/Title:
Craig D. Gordon, Managing Member
Date:
07/02/2026
Craig D. Gordon
Signature:
/s/ Craig D. Gordon
Name/Title:
Craig D. Gordon
Date:
07/02/2026
Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.
Exhibit Information
Exhibit A - Joint Filing Agreement
Exhibit B - Control Person Identification
