[SCHEDULE 13G/A] SenesTech, Inc. SEC Filing
PFS Cap Mgt Co and PFS Trust report beneficial ownership of 340,000 shares of SenesTech, Inc., representing 9.99% of the outstanding common stock based on 2,247,691 shares outstanding as of June 24, 2025, per the company's Prospectus Supplement No. 2. The reported position includes 120,000 shares issuable upon exercise of warrants held by the Trust but those warrants are subject to a 9.99% exercise blocker, so the Reporting Persons cannot currently exercise all warrants to exceed the 9.99% threshold. The filing shows shared voting and dispositive power over 340,000 shares and no sole voting or dispositive power. The Schedule 13G/A is signed by John David Kessler on August 12, 2025.
- Clear disclosure of beneficial ownership: 340,000 shares representing 9.99% of the class
- Provides warrant detail: includes 120,000 shares issuable on reported warrants and the basis for the percentage calculation (2,247,691 shares outstanding)
- Exercise constrained by a stated 9.99% blocker, preventing full exercise of reported warrants
- No sole voting or dispositive power reported (0 shares), indicating absence of unilateral control
Insights
TL;DR: Reporting persons disclose a near-10% beneficial stake (340,000 shares) including warrants constrained by a 9.99% blocker; routine but material disclosure.
The filing states that PFS Cap Mgt Co and PFS Trust collectively beneficially own 340,000 shares, equal to 9.99% of SenesTech's common stock using an outstanding share base of 2,247,691 as of June 24, 2025. The position includes 120,000 shares issuable on warrants held by the Trust; those warrants cannot be exercised to the extent exercise would push ownership above the 9.99% blocker. Reported power is shared voting and dispositive power of 340,000 shares with zero sole power. This is a material ownership disclosure but does not indicate an intent to control the issuer based on the filing language.
TL;DR: Shared control and an explicit 9.99% blocker limit influence; filing meets disclosure requirements without showing change of control intent.
The Schedule 13G/A identifies the Reporting Persons as PFS Cap Mgt Co and PFS Trust, both Nevada organized, and provides address information. It documents the calculation basis for the 9.99% figure and expressly states the existence of a 9.99% blocker that restricts warrant exercise. The form also records that sole voting and dispositive powers are zero while shared powers cover the full 340,000 shares. From a governance perspective, the disclosure clarifies ownership boundaries and voting authority but does not evidence unilateral control or a group formation beyond the reported shared powers.