Upexi (UPXI) investors file exit 13G as stakes fall under 5% each
Rhea-AI Filing Summary
Upexi, Inc. received an amended Schedule 13G/A from a group of former large shareholders indicating they have each fallen below the 5% beneficial ownership threshold of its common stock. The filing covers GSR Growth Investments LP, GSR Growth Investments GP Ltd., GSR Strategies LLC, GSR USA Intermediate LLC, CNC Inversiones Ltd., Carlos Cristian Gil, and Nadia Gil, and is characterized as an exit filing for these entities.
Based on 70,261,828 shares of common stock outstanding as of May 11, 2026, GSR Growth Investments LP and its general partner each report 705,882 shares, or 0.9947% of the class, primarily through shares redeemable upon exercise of convertible notes. GSR Strategies LLC and GSR USA Intermediate LLC each report 54,824 shares, or 0.078%, issuable upon exercise of warrants. CNC Inversiones Ltd., Carlos Cristian Gil, and Nadia Gil each report 2,185,965 shares, or 3.11%, with voting and dispositive power shared among related parties.
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Key Figures
Shares Outstanding: 70,261,828 shares
GSR Growth Investments LP Beneficial Ownership: 705,882 shares (0.9947%)
GSR Strategies LLC Beneficial Ownership: 54,824 shares (0.078%)
+3 more
6 metrics
Shares Outstanding
70,261,828 shares
Common stock outstanding as of May 11, 2026, per Form 10-Q
GSR Growth Investments LP Beneficial Ownership
705,882 shares (0.9947%)
Shares redeemable upon exercise of convertible notes
GSR Strategies LLC Beneficial Ownership
54,824 shares (0.078%)
Shares issuable upon exercise of warrants
CNC Inversiones Ltd. Beneficial Ownership
2,185,965 shares (3.11%)
Common stock held with shared voting and dispositive power
Carlos Cristian Gil Beneficial Ownership
2,185,965 shares (3.11%)
Attributed through CNC Inversiones Ltd.
Nadia Gil Beneficial Ownership
2,185,965 shares (3.11%)
Attributed through CNC Inversiones Ltd.
Key Terms
beneficial owner, Schedule 13G/A, convertible notes, warrants, +2 more
6 terms
beneficial owner regulatory
"have ceased to be the beneficial owner of 5% or more of the shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
Schedule 13G/A regulatory
"Accordingly, this Amendment No. 3 constitutes an exit filing"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
convertible notes financial
"Common Stock redeemable upon the exercise of outstanding convertible notes held"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
warrants financial
"shares of Common Stock of the Issuer issuable upon exercise of warrants held"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
dispositive power financial
"Shared Dispositive Power 2,185,965.00"
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What does the Schedule 13G/A filing for UPEXI (UPXI) disclose?
The Schedule 13G/A shows several reporting persons now each hold under 5% of Upexi’s common stock. It lists their exact share counts, related percentages, and notes this amendment is an exit filing for those holders.
What is GSR Growth Investments LP’s current stake in UPEXI (UPXI)?
GSR Growth Investments LP reports 705,882 shares of Upexi common stock redeemable upon exercise of convertible notes, representing 0.9947% of the outstanding class, with shared voting and dispositive power over those shares.
What stake do CNC Inversiones Ltd. and the Gils report in UPEXI (UPXI)?
CNC Inversiones Ltd., Carlos Cristian Gil, and Nadia Gil each report 2,185,965 shares of Upexi common stock, representing 3.11% of the class, with shared voting and dispositive power over those shares.
Are any UPEXI (UPXI) positions held through convertible notes or warrants?
Yes. GSR Growth Investments LP’s 705,882 shares are redeemable upon exercise of convertible notes, while GSR Strategies LLC and GSR USA Intermediate LLC’s 54,824 shares each are issuable upon exercise of warrants.