SNGX Schedule 13G: Intracoastal and Individuals Report 4.99% Ownership

Rhea-AI Filing Summary

Soligenix Schedule 13G summary: This filing reports that Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital, LLC (the Reporting Persons) each may be deemed to beneficially own 446,408 shares of Soligenix common stock, representing 4.99% of the class as of the close of business on October 1, 2025. The filing explains ownership arises from warrants issued under a Securities Purchase Agreement dated September 25, 2025 and details earlier potential beneficial ownership figures tied to issuance and exercise of three warrants and a contemplated issuance of 425,000 shares to Intracoastal at closing. Blocker provisions in the warrants limit exercise to remain at or below specified ownership thresholds.

Insights

Financial Analyst

TL;DR: Passive holdings reported at 4.99% following an SPA; warrants with blocker provisions constrain exercised ownership.

The Schedule 13G discloses passive beneficial ownership by two individuals and an affiliated LLC each holding 446,408 shares, equal to 4.99% of Soligenix on the stated basis. The filing ties these holdings to warrants and a securities purchase agreement executed September 25, 2025 and notes blocker provisions that prevent exercise beyond specified ownership caps. For investors, this indicates disclosure and compliance with SEC passive investor reporting rather than an active attempt to influence control.

Corporate Governance Expert

TL;DR: Ownership is reported as passive and limited by warrant blocker clauses, reducing governance/control implications.

The report specifies that Intracoastal and the two named individuals are filing under Schedule 13G, asserting the securities are not held to change or influence issuer control. The document details how blocker provisions in three warrants limit potential conversion and help maintain ownership below control thresholds (0.99% or 4.99% as applicable). This filing therefore signals adherence to reporting rules and limited governance impact from these holdings.

FAQ

What percentage of Soligenix (SNGX) does each reporting person beneficially own?

Each reporting person is reported to beneficially own 446,408 shares, representing 4.99% of the common stock as of October 1, 2025.

Why does the filing reference warrants and a Securities Purchase Agreement dated September 25, 2025?

The reported holdings arise from shares issuable and warrants issued under the Securities Purchase Agreement (SPA) dated September 25, 2025, which established issuance and warrant terms disclosed in the filing.

Do the reporting persons claim they seek to influence control of Soligenix?

No. The certifications state the securities were not acquired and are not held to change or influence control of the issuer, consistent with a Schedule 13G passive filing.

What are the blocker provisions mentioned in the filing?

Blocker provisions in the warrants prevent exercise to the extent such exercise would cause beneficial ownership to exceed specified limits (e.g., 0.99% or 4.99%), as described in the filing.

How many shares could reporting persons have been deemed to own without blocker provisions?

The filing states that without the blocker provisions the Reporting Persons may have been deemed to beneficially own up to 1,113,125 shares in one scenario and 558,125 shares in another scenario described.

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Accepted by SEC EDGAR 10/01/2025 - 04:48 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 $0.001 per share

(Title of Class of Securities)

834223604

(CUSIP Number)

09/25/2025

(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. 834223604

1

Names of Reporting Persons

Mitchell P. Kopin

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 446,408.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 446,408.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

446,408.00

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)

4.99 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 834223604

1

Names of Reporting Persons

Daniel B. Asher

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 446,408.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 446,408.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

446,408.00

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)

4.99 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP No. 834223604

1

Names of Reporting Persons

INTRACOASTAL CAPITAL, 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 446,408.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 446,408.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

446,408.00

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)

4.99 %

12

Type of Reporting Person (See Instructions)

OO

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, NJ 08540
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons").
(b)	Address or principal business office or, if none, residence: The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 1011 Lake Street, Suite 311, Oak Park, Illinois 60301.
(c)	Citizenship: Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company.
(d)	Title of class of securities: Common Stock, par value $0.001 per share
(e)	CUSIP No.: 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: (i) Immediately following the execution of the Securities Purchase Agreement with the Issuer on September 25, 2025 (the "SPA") (as disclosed in the Form 8-K filed by the Issuer with the Securities and Exchange Commission on September 29, 2025), each of the Reporting Persons may have been deemed to have beneficial ownership of 477,865 shares of Common Stock, which consisted of (i) 425,000 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA and (ii) 52,865 shares of Common Stock issuable upon exercise of a warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 1"), and all such shares of Common Stock represent beneficial ownership of approximately 9.99% of the Common Stock, based on (1) 4,305,570 shares of Common Stock outstanding as of September 25, 2025, as reported by the Issuer and (2) 425,000 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA and (3) 52,865 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1. The foregoing excludes (I) 77,135 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1 because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 0.99% of the Common Stock, (II) 555,000 shares of Common Stock issuable upon exercise of a second warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 2") because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (III) 3,125 shares of Common Stock issuable upon exercise of a warrant held by Intracoastal ("Intracoastal Warrant 3") because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,113,125 shares of Common Stock. (ii) As of the close of business on October 1, 2025, each of the Reporting Persons may have been deemed to have beneficial ownership of 446,408 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2, and all such shares of Common Stock represent beneficial ownership of approximately 4.99% of the Common Stock, based on (1) 4,305,570 shares of Common Stock outstanding as of September 25, 2025, as reported by the Issuer, plus (2) 4,064,080 shares of Common Stock issued at the closing of the transaction contemplated by the SPA, (3) 130,000 shares of Common Stock issued to Intracoastal upon exercise of Intracoastal Warrant 1 and (4) 446,408 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2. The foregoing excludes (I) 108,592 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2 because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (II) 3,125 shares of Common Stock issuable upon exercise of Intracoastal Warrant 3 because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 558,125 shares of Common Stock.
(b)	Percent of class: 4.99 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 446,408
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 446,408
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.
	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.

Mitchell P. Kopin

Signature:	/s/ Mitchell P. Kopin
Name/Title:	Mitchell P. Kopin
Date:	10/01/2025

Daniel B. Asher

Signature:	/s/ Daniel B. Asher
Name/Title:	Daniel B. Asher
Date:	10/01/2025

INTRACOASTAL CAPITAL, LLC

Signature:	/s/ Mitchell P. Kopin
Name/Title:	Mitchell P. Kopin, Manager
Date:	10/01/2025

Exhibit Information

Exhibit 1 - Joint Filing Agreement