SUNATION Energy (SUNE) investors report 361,881-share position and 8.78% stake

Rhea-AI Filing Summary

SUNATION ENERGY, INC. has a large shareholder group consisting of Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, its investment manager Ayrton Capital LLC, and Ayrton’s managing member, Waqas Khatri. These reporting persons collectively report 361,881 shares of SUNATION common stock, par value $0.05 per share, as of June 30, 2026. Based on 4,123,106 shares outstanding as of May 5, 2026 (as referenced from a quarterly report), this position represents 8.78% of the company’s common stock.

The filing states that the shares are held by the Cayman Islands–based Alto Opportunity Master Fund, with Ayrton Capital LLC, a Delaware limited liability company, acting as investment manager, and Waqas Khatri as managing member. Each reporting person has sole voting and dispositive power over 361,881 shares and no shared power. The position is subject to a 9.99% beneficial ownership blocker, limiting ownership to under that threshold.

Key Figures

Shares beneficially owned: 361,881 shares Ownership percentage: 8.78% Shares outstanding: 4,123,106 shares +3 more

6 metrics

Shares beneficially owned 361,881 shares Common stock of SUNATION Energy, beneficially owned as of June 30, 2026

Ownership percentage 8.78% Percentage of SUNATION common stock held by each reporting person

Shares outstanding 4,123,106 shares Common stock outstanding as of May 5, 2026, from a quarterly report

Beneficial ownership blocker 9.99% Maximum beneficial ownership threshold applying to the issuable shares

Sole voting power 361,881 shares Shares over which each reporting person has sole voting power

Sole dispositive power 361,881 shares Shares over which each reporting person has sole dispositive power

Key Terms

beneficial ownership blocker, sole voting power, sole dispositive power, Cayman Islands exempted company, +1 more

5 terms

beneficial ownership blocker regulatory

"The issuable shares of Common Stock are subject to a 9.99% beneficial ownership blocker."

A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.

sole voting power regulatory

"5 | Sole Voting Power 361,881.00 6 | Shared Voting Power 0.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

sole dispositive power regulatory

"7 | Sole Dispositive Power 361,881.00 8 | Shared Dispositive Power 0.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Cayman Islands exempted company financial

"held by Alto Opportunity Master Fund, SPC- Segregated Master Portfolio B, a Cayman Islands exempted company"

A Cayman Islands exempted company is a legal entity incorporated under Cayman Islands law that is set up to do business mainly outside the islands; it offers flexible rules, limited local reporting and tax neutrality. For investors, it matters because the company’s legal protections, shareholder rights, disclosure requirements and tax treatment follow Cayman law rather than the investor’s home jurisdiction, which can affect governance, transparency and how easy it is to enforce claims—think of it like a car registered in another state for legal and tax reasons.

private investment vehicle financial

"The Fund is a private investment vehicle for which Ayrton Capital LLC serves as the investment manager."

FAQ

What percentage of SUNE’s common stock do the reporting persons hold?

The reporting persons hold 8.78% of SUNATION ENERGY, INC.’s common stock. This percentage is based on 4,123,106 shares outstanding as of May 5, 2026, cited from a quarterly report.

How many SUNE shares are beneficially owned by Ayrton Capital LLC and related parties?

Ayrton Capital LLC, Alto Opportunity Master Fund, and Waqas Khatri report beneficial ownership of 361,881 shares of SUNATION common stock. Each reporting person has sole voting and sole dispositive power over these 361,881 shares.

What is the beneficial ownership blocker disclosed for SUNE in this filing?

The position is subject to a 9.99% beneficial ownership blocker. This clause limits the number of SUNATION shares that can be beneficially owned, keeping ownership below 9.99% of the outstanding common stock.

On what outstanding share count is the 8.78% ownership in SUNE based?

The 8.78% ownership is calculated using 4,123,106 shares of SUNATION common stock outstanding as of May 5, 2026. That outstanding share figure is referenced from a quarterly report filed May 15, 2026.

Who actually holds the SUNE shares reported in this Schedule 13G?

The 361,881 shares of SUNATION common stock are held by Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B. Ayrton Capital LLC serves as investment manager, and Waqas Khatri is the managing member of Ayrton.

Do the SUNE reporting persons share voting or dispositive power over the stock?

No shared power is reported. Each of Ayrton Capital LLC, Alto Opportunity Master Fund, and Waqas Khatri has sole voting power over 361,881 shares and sole dispositive power over 361,881 shares, with zero shared power.

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Available on EDGAR 08/13/2026 - 12:39 PM Accepted by SEC EDGAR 08/13/2026 - 12:39 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

SUNATION ENERGY, INC.

(Name of Issuer)

Common Stock, par value $0.05 per share

(Title of Class of Securities)

72303P503

(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): 72303P503

1

Names of Reporting Persons

Ayrton 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 361,881.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 361,881.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

361,881.00

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)

8.78 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP Number(s): 72303P503

1

Names of Reporting Persons

Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B

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 361,881.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 361,881.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

361,881.00

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)

8.78 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP Number(s): 72303P503

1

Names of Reporting Persons

Waqas Khatri

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 361,881.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 361,881.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

361,881.00

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)

8.78 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SUNATION ENERGY, INC.
(b)	Address of issuer's principal executive offices: 171 Remington Boulevard, Ronkonkoma, NY, 11779
Item 2.
(a)	Name of person filing: (i) Ayrton Capital LLC; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B; and (iii) Waqas Khatri
(b)	Address or principal business office or, if none, residence: (i) Ayrton Capital LLC, 55 Post Rd West, 2nd Floor Westport, CT 06880; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, Suite #7 Grand Pavilion Commercial Centre, 802 West Bay Road, Grand Cayman, P.O. Box 10250, Cayman Islands; and (iii) Waqas Khatri 55 Post Rd West, 2nd Floor Westport, CT 06880
(c)	Citizenship: (i) Ayrton Capital LLC: United States; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: Cayman Islands; and (iii) Waqas Khatri: United States
(d)	Title of class of securities: Common Stock, par value $0.05 per share
(e)	CUSIP Number(s): 72303P503
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: Ayrton Capital LLC: 361,881; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 361,881; and (iii) Waqas Khatri: 361,881. Represents (i) 361,881 shares of Common Stock held by the Reporting Persons. The issuable shares of Common Stock are subject to a 9.99% beneficial ownership blocker. The shares reported herein represent Common Stock of SUNATION ENERGY, INC. (the "Issuer") held by Alto Opportunity Master Fund, SPC- Segregated Master Portfolio B, a Cayman Islands exempted company (the "Fund"). The Fund is a private investment vehicle for which Ayrton Capital LLC, a Delaware limited liability company (the "Investment Manager"), serves as the investment manager. Waqas Khatri serves as the managing member of the Investment Manager (all of the foregoing, collectively, the "Reporting Persons").
(b)	Percent of class: The percentages below are based on (i) 4,123,106 shares of Common Stock of the Issuer that were outstanding as of May 5, 2026. The amount of shares outstanding was based upon a statement in the Issuer's 10-Q filed on May 15, 2026. For the sake of clarity, the holdings of the Reporting Persons reported herein are as of June 30, 2026. (i) Ayrton Capital LLC: 8.78%; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 8.78%; and (iii) Waqas Khatri: 8.78%.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: (i) Ayrton Capital LLC: 361,881; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 361,881; and (iii) Waqas Khatri: 361,881
	(ii) Shared power to vote or to direct the vote: (i) Ayrton Capital LLC: 0; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 0; and (iii) Waqas Khatri: 0
	(iii) Sole power to dispose or to direct the disposition of: (i) Ayrton Capital LLC: 361,881 ; Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 361,881; Waqas Khatri: 361,881
	(iv) Shared power to dispose or to direct the disposition of: (i) Ayrton Capital LLC: 0; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 0; (iii) Waqas Khatri: 0
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.
	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 acquired and are held in the ordinary course of business and 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.

Ayrton Capital LLC

Signature:	/s/ Waqas Khatri
Name/Title:	Waqas Khatri / Managing Member
Date:	08/13/2026

Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B

Signature:	/s/ Waqas Khatri
Name/Title:	Waqas Khatri / Director
Date:	08/13/2026

Waqas Khatri

Signature:	/s/ Waqas Khatri
Name/Title:	Waqas Khatri
Date:	08/13/2026