Octagon discloses 1M Unicycive (UNCY) shares, holding under 5%

Rhea-AI Filing Summary

Octagon Capital Advisors and related funds report a sub-5% passive stake in Unicycive Therapeutics, Inc. They disclose beneficial ownership of 1,000,000 shares of Unicycive common stock, representing 4.7% of the class as of a 21,491,396-share base reported on November 12, 2025.

The shares are held through Octagon Investments Master Fund LP and Octagon Biotech Opportunities Fund I LP, with Octagon Capital Advisors LP as investment manager and Dr. Ting Jia as control person. The filing states the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Unicycive.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

Unicycive Therapeutics, Inc.

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

90466Y202

(CUSIP Number)

12/31/2025

(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. 90466Y202

1

Names of Reporting Persons

Octagon Capital Advisors 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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,000,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,000,000.00

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)

4.7 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP No. 90466Y202

1

Names of Reporting Persons

Octagon Investments Master 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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 650,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 650,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

650,000.00

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)

3.0 %

12

Type of Reporting Person (See Instructions)

PN, OO

SCHEDULE 13G

CUSIP No. 90466Y202

1

Names of Reporting Persons

Octagon Biotech Opportunities Fund I 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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 350,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 350,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

350,000.00

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)

1.7 %

12

Type of Reporting Person (See Instructions)

PN, OO

SCHEDULE 13G

CUSIP No. 90466Y202

1

Names of Reporting Persons

Ting Jia

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

CHINA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,000,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,000,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,000,000.00

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)

4.7 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Unicycive Therapeutics, Inc.
(b)	Address of issuer's principal executive offices: 4300 El Camino Real, Suite 210, Los Altos, CA, 94022
Item 2.
(a)	Name of person filing: This statement is being jointly filed by: Octagon Capital Advisors LP ("Octagon") Octagon Investments Master Fund LP ("Master Fund") Octagon Biotech Opportunities Fund I LP ("Biotech Fund I") Ting Jia, as the principal beneficial owner of Octagon ("Dr. Jia") Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Octagon serves as the investment manager of the Master Fund and Biotech Fund I. Dr. Jia is the managing member of Octagon. By virtue of these relationships each of Octagon and Dr. Jia may be deemed to beneficially own the Issuer's Common Shares directly owned by the Master Fund and by the Biotech Fund I.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 654 Madison Avenue, 21st Floor, New York, NY 10065.
(c)	Citizenship: Octagon is a Delaware limited partnership. The Master Fund is an exempted limited partnership established in the Cayman Islands. The Biotech Fund I is a Delaware limited partnership. Dr. Jia is a Chinese citizen.
(d)	Title of class of securities: Common Stock, $0.001 par value
(e)	CUSIP No.: 90466Y202
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: 1,000,000
(b)	Percent of class: 4.7 %
(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: 1,000,000
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 1,000,000 The percentage reported on this Schedule 13G is calculated based upon 21,491,396 Common Shares outstanding as of November 12, 2025, as reported in the Form 10-Q filed by the Issuer on November 12, 2025.
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.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Octagon is the investment advisor to the Master Fund, the Biotech Fund I and other accounts. Dr. Jia is the control person of Octagon. The Master Fund holds the Common Shares for the benefit of its investors. The Biotech Fund I holds the Common Shares for the benefit of its investors. The Master Fund, the Biotech Fund I and Octagon, for the benefit of its investors, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Shares.
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.

Octagon Capital Advisors LP

Signature:	/s/ Ting Jia
Name/Title:	Managing Member
Date:	02/10/2026

Octagon Investments Master Fund LP

Signature:	/s/ Ting Jia
Name/Title:	Managing Member, Octagon Investments GP, LLC, its general partner
Date:	02/10/2026

Octagon Biotech Opportunities Fund I LP

Signature:	/s/ Ting Jia
Name/Title:	Managing Member, Octagon Investments GP, LLC, its general partner
Date:	02/10/2026

Ting Jia

Signature:	/s/ Ting Jia
Name/Title:	Ting Jia
Date:	02/10/2026

FAQ

What ownership stake in Unicycive Therapeutics (UNCY) does Octagon report?

Octagon and its related funds report beneficial ownership of 1,000,000 Unicycive common shares, equal to 4.7% of the class. This percentage is based on 21,491,396 shares outstanding as of November 12, 2025, as disclosed in Unicycive’s Form 10-Q.

Who are the reporting persons in this Unicycive (UNCY) Schedule 13G/A?

The reporting persons are Octagon Capital Advisors LP, Octagon Investments Master Fund LP, Octagon Biotech Opportunities Fund I LP, and Dr. Ting Jia. Octagon manages the funds, and Dr. Jia is the managing member and control person with shared voting and dispositive power over 1,000,000 shares.

How are Unicycive (UNCY) shares allocated among Octagon’s funds?

Octagon Investments Master Fund LP holds 650,000 Unicycive shares and Octagon Biotech Opportunities Fund I LP holds 350,000 shares. Each fund has shared voting and dispositive power over its respective holdings, while Octagon and Dr. Jia may be deemed to beneficially own all 1,000,000 shares.

Is Octagon’s Unicycive (UNCY) position intended to influence control of the company?

The filing states the Unicycive securities were acquired and are held in the ordinary course of business, not to change or influence control. It also notes the holdings are not part of any transaction aimed at influencing control, other than activities tied to a nomination under Rule 14a-11.

What is the date of the event triggering this Unicycive (UNCY) Schedule 13G/A amendment?

The event requiring this Schedule 13G/A amendment is dated December 31, 2025. As of that date, the reporting group’s beneficial ownership in Unicycive common stock was 1,000,000 shares, representing 4.7% of the outstanding class.

Where are Octagon and the Unicycive (UNCY) issuer based according to the filing?

Unicycive’s principal executive offices are in Los Altos, California, while the reporting persons’ business address is on Madison Avenue in New York. The funds are organized in Delaware and the Cayman Islands, with Dr. Jia identified as a Chinese citizen.