TurnOnGreen (TOGI) 7.3% Stake Disclosed — $484,055 Open‑Market Buy

Rhea-AI Filing Summary

This Amendment No. 1 to a Schedule 13D reports that SJC Lending, LLC and its manager Steven Caspi beneficially own 13,501,431 shares of TurnOnGreen, Inc. common stock, representing approximately 7.3% of the 183,983,122 shares outstanding used for the calculation. The filing states these shares were acquired in open market purchases using working capital and cost an aggregate $484,055 including commissions. The reporting persons disclose shared voting and dispositive power over the shares and incorporate a transaction schedule as an exhibit.

Positive

• Material stake disclosed: Beneficial ownership of 13,501,431 shares, about 7.3%, is now public.
• Clear funding disclosure: Purchases were made in open market using working capital totaling $484,055 including commissions.

Negative

• None.

Insights

Investor Relations Analyst

7.3% stake acquired in open market; disclosed cost $484,055.

The filing shows a non‑controlling but material 7.3% position held jointly by SJC Lending, LLC and Steven Caspi, with shared voting and dispositive power over 13,501,431 shares. The acquisition method is stated as open market purchases funded with working capital, and a detailed transaction exhibit is referenced.

Key dependencies include any future purchases or dispositions disclosed in subsequent filings and the issuer's outstanding share count. Watch for additional amendments or Schedule 13D filings that change the percentage or disclose coordination with others within weeks to months.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of TurnOnGreen (TOGI) does SJC Lending, LLC own?

SJC Lending, LLC beneficially owns 13,501,431 shares, representing approximately 7.3% of the reported 183,983,122 shares outstanding.

How were the TOGI shares purchased and what was the cost?

The 13,501,431 shares were acquired in open market purchases funded with working capital at an aggregate cost of $484,055, including brokerage commissions.

Does Steven Caspi control the shares reported by SJC Lending?

Mr. Caspi, as Manager of SJC Lending, LLC, is reported to have shared voting and dispositive power over the 13,501,431 shares.

What type of filing was submitted for TurnOnGreen (TOGI)?

An Amendment No. 1 to Schedule 13D was filed to update prior Schedule 13D disclosure regarding beneficial ownership.

Where can I find transaction details for these purchases?

The filing references an exhibit titled 'Transactions in the Securities of the Issuer Since the Filing of the Schedule 13D' which contains the specific transactions.

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

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Accepted by SEC EDGAR 10/08/2025 - 05:19 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

TurnOnGreen, Inc.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

45257M106

(CUSIP Number)

Kenneth Schlesinger, Esq.
Olshan Frome Wolosky LLP, 1325 Avenue of the Americas
New York, NY, 10019
212-451-2300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/07/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 45257M106

1

Name of reporting person

SJC Lending, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 13,501,431.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 13,501,431.00

11

Aggregate amount beneficially owned by each reporting person

13,501,431.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.3 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 45257M106

1

Name of reporting person

CASPI STEVEN

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 13,501,431.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 13,501,431.00

11

Aggregate amount beneficially owned by each reporting person

13,501,431.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.3 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.001 par value
(b)	Name of Issuer: TurnOnGreen, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1421 MCCARTHY BLVD., MILPITAS, CALIFORNIA , 95035.
Item 1 Comment: This Amendment No. 1 ("Amendment No. 1") amends the statement on Schedule 13D originally filed by the Reporting Persons on September 30, 2025 (the "Schedule 13D"), and relates to the Common Stock, $0.001 par value, of TurnOnGreen, Inc. Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported in the Schedule 13D. Unless otherwise indicated, each capitalized term used but not defined in this Amendment No. 1 shall have the meaning assigned to such term in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated as follows: The aggregate purchase price of the 13,501,431 Shares beneficially owned by SJC were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases is $484,055, including brokerage commissions.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated as follows: The aggregate percentage of Shares reported beneficially owned by the Reporting Person is based upon 183,983,122 Shares outstanding as of August 11, 2025, which is the total number of Shares outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 13, 2025. As of the date hereof, SJC beneficially owned 13,501,431 Shares. Percentage: Approximately 7.3% As of the date hereof, Mr. Caspi, as the Manager of SJC, may be deemed to beneficially own the 13,501,431 Shares beneficially owned by SJC. Percentage: Approximately 7.3%
(b)	Item 5(b) is hereby amended and restated as follows: SJC: 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 13,501,431 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 13,501,431 Mr. Caspi: 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 13,501,431 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 13,501,431
(c)	Item 5(c) is hereby amended and restated as follows: The transactions in the Shares by each of the Reporting Persons since the filing of the Schedule 13D are set forth in Exhibit 1 and are incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	1 - Transactions in the Securities of the Issuer Since the Filing of the Schedule 13D

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.

SJC Lending, LLC

Signature:	/s/ Steven J. Caspi
Name/Title:	Steven J. Caspi, Manager
Date:	10/08/2025

CASPI STEVEN

Signature:	/s/ Steven J. Caspi
Name/Title:	Steven J. Caspi
Date:	10/08/2025