Michael Liu, MJL Manager (SNGX) disclose 983,588 shares; related group holds material blocks

Rhea-AI Filing Summary

SOLIGENIX, INC. ownership disclosure: MJL Manager LLC reports beneficial ownership of 893,588 shares (5.2%), Michael Liu reports 983,588 shares (5.7%), and Capuchin Capital Fund LP reports 539,737 shares (3.1%). The filing states Michael Liu has sole voting and dispositive power over 90,000 shares and shared voting/dispositive power over the larger pooled positions. The filing notes MJL Manager LLC is the general partner of Capuchin Capital Fund LP and manages discretionary accounts with authority to direct voting and disposition of shares.

Insights

Institutional Ownership Analyst

Concentrated holdings by related entities create a notable block position.

The filing lists Michael Liu, MJL Manager LLC, and Capuchin Capital Fund LP as a related group controlling overlapping positions totaling disclosed beneficial interests of up to 983,588 shares for Michael Liu. The report clarifies voting and dispositive split: Liu holds 90,000 shares solely and larger amounts jointly.

Holder coordination and shared power are explicit in the comments; subsequent disclosures or trading by these entities could affect visible ownership stakes in future filings.

Corporate Governance Specialist

Filing documents a common control structure and disclaims full beneficial ownership for shared positions.

The statement explains MJL is general partner of Capuchin Capital Fund and manages discretionary accounts, describing shared voting/dispositive authority over certain shares. The filing includes the standard disclaimer that shared power does not equal admission of beneficial ownership beyond pecuniary interest.

For governance, the key items are the 90,000 sole-vote shares and the combined influence implied by shared power when coordinating with related accounts.

Key Figures

Michael Liu beneficial ownership: 983,588 shares MJL Manager LLC beneficial ownership: 893,588 shares Capuchin Capital Fund beneficial ownership: 539,737 shares +2 more

5 metrics

Michael Liu beneficial ownership 983,588 shares reported in Schedule 13G

MJL Manager LLC beneficial ownership 893,588 shares reported in Schedule 13G

Capuchin Capital Fund beneficial ownership 539,737 shares reported in Schedule 13G

Michael Liu sole voting/dispositive power 90,000 shares sole voting/dispositive power noted in Item 4

Reported ownership percentage (Michael Liu) 5.7% percent of class stated in the filing

Key Terms

beneficial ownership, sole/shared voting power, dispositive power

3 terms

beneficial ownership financial

"Amount beneficially owned: MJL Manager LLC - 893,588"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

sole/shared voting power regulatory

"Sole Voting Power 0.00 6 | Shared Voting Power 893,588.00"

dispositive power regulatory

"Sole Dispositive Power 0.00 8 | Shared Dispositive Power 893,588.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

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Available on EDGAR 06/25/2026 - 03:27 PM Accepted by SEC EDGAR 06/25/2026 - 03:27 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

SOLIGENIX, INC.

(Name of Issuer)

Common Stock, par value $.001 per share

(Title of Class of Securities)

834223604

(CUSIP Number)

06/22/2026

(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): 834223604

1

Names of Reporting Persons

MJL Manager 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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 893,588.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 893,588.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

893,588.00

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)

5.2 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: MJL Manager LLC ("MJL") is the general partner of Capuchin Capital Fund LP. MJL also manages discretionary accounts with authority to direct voting and disposition of shares.

SCHEDULE 13G

CUSIP Number(s): 834223604

1

Names of Reporting Persons

Michael Liu

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 90,000.00
6	Shared Voting Power 893,588.00
7	Sole Dispositive Power 90,000.00
8	Shared Dispositive Power 893,588.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

983,588.00

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)

5.7 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Michael Liu is the sole control person of MJL and, in such capacity, has the authority to direct the voting and disposition of the shares held in discretionary accounts managed by MJL, including Capuchin Capital Fund LP. The reporting of shared power by the reporting persons shall not be construed as an admission that they are the beneficial owner of shares beneficially owned by the other, and each expressly disclaims beneficial ownership except to the extent of such person's actual pecuniary interest therein.

SCHEDULE 13G

CUSIP Number(s): 834223604

1

Names of Reporting Persons

Capuchin Capital 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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 539,737.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 539,737.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

539,737.00

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)

3.1 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SOLIGENIX, INC.
(b)	Address of issuer's principal executive offices: 29 EMMONS DRIVE, SUITE B-10, PRINCETON, NEW JERSEY, 08540
Item 2.
(a)	Name of person filing: MJL Manager LLC Michael Liu Capuchin Capital Fund LP
(b)	Address or principal business office or, if none, residence: 12 Manley Road, Pennington NJ 08534
(c)	Citizenship: MJL Manager LLC - New Jersey Michael Liu - USA Capuchin Capital Fund LP - Delaware
(d)	Title of class of securities: Common Stock, par value $.001 per share
(e)	CUSIP Number(s): 834223604
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: MJL Manager LLC - 893,588 Michael Liu - 983588 Capuchin Capital Fund LP - 539,737
(b)	Percent of class: MJL Manager LLC - 5.2% Michael Liu - 5.7% Capuchin Capital Fund LP - 3.1%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: MJL Manager LLC - 0 Michael Liu - 90,000 Capuchin Capital Fund LP - 0
	(ii) Shared power to vote or to direct the vote: MJL Manager LLC - 893,588 Michael Liu - 893,588 Capuchin Capital Fund LP - 539,737
	(iii) Sole power to dispose or to direct the disposition of: MJL Manager LLC - 0 Michael Liu - 90,000 Capuchin Capital Fund LP - 0
	(iv) Shared power to dispose or to direct the disposition of: MJL Manager LLC - 893,588 Michael Liu - 893,588 Capuchin Capital Fund LP - 539,737
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.
	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)(K), so indicate under Item 3(k) 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 Item 2(a) in lieu of an Exhibit.
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.

MJL Manager LLC

Signature:	Michael Liu
Name/Title:	Managing Member
Date:	06/25/2026

Michael Liu

Signature:	Michael Liu
Name/Title:	Individual
Date:	06/25/2026

Capuchin Capital Fund LP

Signature:	Michael Liu
Name/Title:	Managing Member
Date:	06/25/2026

Exhibit Information

Exhibit I - JOINT FILING STATEMENT

FAQ

What stake does Michael Liu report in SOLIGENIX (SNGX)?

Michael Liu reports beneficial ownership of 983,588 shares, representing 5.7% of the class. The filing shows Mr. Liu has sole voting and dispositive power over 90,000 shares and shared power over the remainder.

How many shares does MJL Manager LLC report for SNGX?

MJL Manager LLC reports beneficial ownership of 893,588 shares, or 5.2% of the class. The filing states MJL is the general partner of Capuchin Capital Fund LP and manages discretionary accounts with voting and disposition authority.

What is Capuchin Capital Fund LP's disclosed position in SNGX?

Capuchin Capital Fund LP reports beneficial ownership of 539,737 shares, equal to 3.1% of the class. The filing lists this amount under shared voting and dispositive power controlled through related entities.

Are these holdings reported as sole or shared power?

The filing distinguishes both: 90,000 shares are shown with sole voting/dispositive power by Michael Liu; the larger positions (e.g., 893,588 and 539,737) are reported with shared voting and dispositive power among the related entities.