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  4. [SCHEDULE 13G/A] SAB Biotherapeutics, Inc. Amended Passive Investment Disclosure

Vivo funds (SABS) report capped 9.99% stakes via preferred stock and warrants

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

Rhea-AI Filing Summary

SAB Biotherapeutics, Inc. received an amended Schedule 13G indicating that Vivo Opportunity Fund Holdings, L.P. and its general partner Vivo Opportunity, LLC may be deemed to beneficially own 22,637,108 shares of common stock and equivalents, while Vivo Opportunity Cayman Fund, L.P. and its general partner Vivo Opportunity Cayman, LLC may be deemed to beneficially own 2,286,301 shares.

These positions include existing common shares plus shares issuable upon conversion of Series B Preferred Stock and upon exercise of related Enrollment Warrants and Data Release Warrants that are exercisable or convertible within 60 days. Each reporting person reports beneficial ownership of 9.99% of the common stock class, with blocking provisions in the preferred stock and warrants that prevent conversions or exercises which would increase ownership above 9.99% of the issuer’s voting securities.

Positive

  • None.

Negative

  • None.
Beneficial ownership – Vivo Opportunity, LLC 22,637,108 shares Aggregate SAB Biotherapeutics securities beneficially owned, including common, Series B Preferred, and warrants
Beneficial ownership – Vivo Opportunity Cayman, LLC 2,286,301 shares Aggregate SAB Biotherapeutics securities beneficially owned via Cayman fund structure
Common stock held – Vivo Opportunity, LLC 6,632,508 shares Portion of the 22,637,108-share beneficial ownership that is existing common stock
Common stock held – Vivo Opportunity Cayman, LLC 667,401 shares Portion of the 2,286,301-share beneficial ownership that is existing common stock
Ownership cap 9.99% Maximum voting securities ownership allowed under Series B Preferred and warrant blocking provisions
Shares from Enrollment Warrants – Vivo Opportunity, LLC 10,372,400 shares Common stock issuable upon conversion of Series B Preferred underlying 103,724 Enrollment Warrants
Shares from Enrollment Warrants – Vivo Opportunity Cayman, LLC 1,047,600 shares Common stock issuable upon conversion of Series B Preferred underlying 10,476 Enrollment Warrants
beneficially own financial
"Vivo Opportunity, LLC may be deemed to beneficially own an aggregate of 22,637,108 shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Series B Preferred Stock financial
"shares of Common Stock issuable upon conversion of shares of the Issuer's Series B Preferred Stock"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
Enrollment Warrants financial
"Series B Preferred Stock underlying 103,724 Enrollment Warrants that are exercisable within 60 days"
Data Release Warrants financial
"Series B Preferred Stock underlying 51,862 Data Release Warrants that are exercisable within 60 days"
blocking provisions financial
"contain provisions preventing these securities from being converted or exercised into shares of Common Stock"

FAQ

What ownership stake in SABS does Vivo Opportunity Fund Holdings report?
Vivo Opportunity Fund Holdings, L.P. and its general partner report beneficial ownership of 22,637,108 shares of SAB Biotherapeutics securities, including common stock and shares issuable from Series B Preferred Stock, Enrollment Warrants, and Data Release Warrants exercisable or convertible within 60 days.

What percentage of SAB Biotherapeutics (SABS) is held by each Vivo reporting entity?
Each of the four Vivo reporting entities reports beneficial ownership of 9.99% of SAB Biotherapeutics’ common stock class. This percentage reflects shares outstanding plus shares issuable from preferred stock and warrants, calculated without applying the 9.99% ownership blocking provisions.

How many SABS common shares does Vivo Opportunity Cayman Fund beneficially own?
Vivo Opportunity Cayman Fund, L.P. and its general partner may be deemed to beneficially own 2,286,301 shares of SAB Biotherapeutics securities, including 667,401 common shares and additional shares issuable from Series B Preferred Stock and related warrants within 60 days.

What are the blocking provisions affecting Vivo’s SABS preferred stock and warrants?
The Series B Preferred Stock, Enrollment Warrants, and Data Release Warrants contain provisions preventing conversion or exercise into common stock if doing so would cause the holder or its affiliates to exceed 9.99% of SAB’s voting securities, effectively capping voting ownership.

How are Vivo’s SABS securities structured between common stock and derivatives?
For Vivo Opportunity, LLC, the 22,637,108 shares include 6,632,508 common shares plus shares issuable from 4,460 Series B Preferred shares and from Enrollment and Data Release Warrants. A similar mix applies to the 2,286,301 shares held via the Cayman entities.

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

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78397T202
(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




Comment for Type of Reporting Person: The reported share amount represents an aggregate of (i) 6,632,508 shares of common stock, par value $0.0001 per share (the "Common Stock") of SAB Biotherapeutics, Inc. (the "Issuer"), (ii) 446,000 shares of Common Stock issuable upon conversion of 4,460 shares of the Issuer's Series B Preferred Stock, par value $0.0001 per share (the "Series B Preferred Stock") convertible within 60 days of this Statement, (iii) 10,372,400 shares of Common Stock issuable upon conversion of 103,724 shares of Series B Preferred Stock underlying 103,724 Enrollment Warrants that are exercisable within 60 days of this Statement, and (iv) 5,186,200 shares of Common Stock issuable upon conversion of 51,862 shares of Series B Preferred Stock underlying 51,862 Data Release Warrants that are exercisable within 60 days of this Statement. All securities are held of record by Vivo Opportunity Fund Holdings, L.P. Vivo Opportunity, LLC is the general partner of Vivo Opportunity Fund Holdings, L.P. The Series B Preferred Stock, the Enrollment Warrants and the Data Release Warrant all contain provisions preventing these securities from being converted or exercised into shares of Common Stock, if such conversion or exercise would result in the holder or its affiliates obtaining greater than 9.99% of the Issuer's voting securities. However, the amounts reported in rows 5, 7 and 9 herein represent the number of shares of Common Stock that would be issuable upon full exercise of the Enrollment Warrants and the Data Release Warrants into Series B Preferred Stock and the full conversion of Series B Preferred Stock to shares of Common Stock, without giving effect to the blocking provisions.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported share amount represents an aggregate of (i) 6,632,508 shares of Common Stock of the Issuer, (ii) 446,000 shares of Common Stock issuable upon conversion of 4,460 shares of the Issuer's Series B Preferred Stock, convertible within 60 days of this Statement, (iii) 10,372,400 shares of Common Stock issuable upon conversion of 103,724 shares of Series B Preferred Stock underlying 103,724 Enrollment Warrants that are exercisable within 60 days of this Statement, and (iv) 5,186,200 shares of Common Stock issuable upon conversion of 51,862 shares of Series B Preferred Stock underlying 51,862 Data Release Warrants that are exercisable within 60 days of this Statement. All securities are held of record by Vivo Opportunity Fund Holdings, L.P. Vivo Opportunity, LLC is the general partner of Vivo Opportunity Fund Holdings, L.P. The Series B Preferred Stock, the Enrollment Warrants and the Data Release Warrant all contain provisions preventing these securities from being converted or exercised into shares of Common Stock, if such conversion or exercise would result in the holder or its affiliates obtaining greater than 9.99% of the Issuer's voting securities. However, the amounts reported in rows 5, 7 and 9 herein represent the number of shares of Common Stock that would be issuable upon full exercise of the Enrollment Warrants and the Data Release Warrants into Series B Preferred Stock and the full conversion of Series B Preferred Stock to shares of Common Stock, without giving effect to the blocking provisions.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported share amount represents an aggregate of (i) 667,401 shares of Common Stock of the Issuer, (ii) 47,500 shares of Common Stock issuable upon conversion of 475 shares of the Issuer's Series B Preferred Stock, convertible within 60 days of this Statement, (iii) 1,047,600 shares of Common Stock issuable upon conversion of 10,476 shares of Series B Preferred Stock underlying 10,476 Enrollment Warrants that are exercisable within 60 days of this Statement, and (iv) 523,800 shares of Common Stock issuable upon conversion of 5,238 shares of Series B Preferred Stock underlying 5,238 Data Release Warrants that are exercisable within 60 days of this Statement. All securities are held of record by Vivo Opportunity Cayman Fund, L.P. Vivo Opportunity Cayman, LLC is the general partner of Vivo Opportunity Cayman Fund, L.P. The Series B Preferred Stock, the Enrollment Warrants and the Data Release Warrant all contain provisions preventing these securities from being converted or exercised into shares of Common Stock, if such conversion or exercise would result in the holder or its affiliates obtaining greater than 9.99% of the Issuer's voting securities. However, the amounts reported in rows 5, 7 and 9 herein represent the number of shares of Common Stock that would be issuable upon full exercise of the Enrollment Warrants and the Data Release Warrants into Series B Preferred Stock and the full conversion of Series B Preferred Stock to shares of Common Stock, without giving effect to the blocking provisions.


SCHEDULE 13G




Comment for Type of Reporting Person: The reported share amount represents an aggregate of (i) 667,401 shares of Common Stock of the Issuer, (ii) 47,500 shares of Common Stock issuable upon conversion of 475 shares of the Issuer's Series B Preferred Stock, convertible within 60 days of this Statement, (iii) 1,047,600 shares of Common Stock issuable upon conversion of 10,476 shares of Series B Preferred Stock underlying 10,476 Enrollment Warrants that are exercisable within 60 days of this Statement, and (iv) 523,800 shares of Common Stock issuable upon conversion of 5,238 shares of Series B Preferred Stock underlying 5,238 Data Release Warrants that are exercisable within 60 days of this Statement. All securities are held of record by Vivo Opportunity Cayman Fund, L.P. Vivo Opportunity Cayman, LLC is the general partner of Vivo Opportunity Cayman Fund, L.P. The Series B Preferred Stock, the Enrollment Warrants and the Data Release Warrant all contain provisions preventing these securities from being converted or exercised into shares of Common Stock, if such conversion or exercise would result in the holder or its affiliates obtaining greater than 9.99% of the Issuer's voting securities. However, the amounts reported in rows 5, 7 and 9 herein represent the number of shares of Common Stock that would be issuable upon full exercise of the Enrollment Warrants and the Data Release Warrants into Series B Preferred Stock and the full conversion of Series B Preferred Stock to shares of Common Stock, without giving effect to the blocking provisions.


SCHEDULE 13G



Vivo Opportunity Fund Holdings, L.P.
Signature:/s/ Kevin Dai
Name/Title:Kevin Dai/Managing Member of Vivo Opportunity, LLC, General Partner
Date:08/14/2026
Vivo Opportunity, LLC
Signature:/s/ Kevin Dai
Name/Title:Kevin Dai/Managing Member
Date:08/14/2026
Vivo Opportunity Cayman Fund, L.P.
Signature:/s/ Kevin Dai
Name/Title:Kevin Dai/Managing Member of Vivo Opportunity Cayman, LLC, General Partner
Date:08/14/2026
Vivo Opportunity Cayman, LLC
Signature:/s/ Kevin Dai
Name/Title:Kevin Dai/Managing Member
Date:08/14/2026

Source: View Original Filing on SEC EDGAR