Valion Bio (OTC: VBIO) investor group caps ownership at 9.99% with blocker
Rhea-AI Filing Summary
Valion Bio, Inc. has a significant shareholder group led by Murchinson Ltd. and related entities and individuals that, together with affiliated funds, may be deemed to beneficially own up to 440,242 shares of common stock, representing 9.99% of the class after applying a contractual ownership cap.
The position consists of currently held common shares plus additional shares that can be acquired within 60 days through conversion or exercise of Series C preferred stock, subject to a 9.99% “Blocker” that prevents the funds and their affiliates from exceeding 9.99% beneficial ownership. The 9.99% figure is calculated using 4,151,259 shares outstanding as of July 10, 2026 plus the shares issuable under the preferred stock within the Blocker limit. The reporting parties disclaim beneficial ownership beyond any pecuniary interest and report only shared, not sole, voting and dispositive power over these shares.
Positive
- None.
Negative
- None.
Key Figures
Shares potentially beneficially owned: 440,242 shares
Percent of class: 9.99%
Shares outstanding: 4,151,259 shares
+2 more
5 metrics
Shares potentially beneficially owned
440,242 shares
Approximate number of Valion Bio common shares the reporting persons may acquire within 60 days
Percent of class
9.99%
Beneficial ownership percentage for each reporting person after applying the 9.99% Blocker
Shares outstanding
4,151,259 shares
Valion Bio common stock outstanding as of July 10, 2026, used to compute ownership percentage
Ownership limitation
9.99%
Blocker threshold preventing conversion or exercise of preferred stock above this beneficial ownership level
Conversion window
60 days
Period within which additional shares may be acquired through conversion or exercise of Series C preferred stock
Key Terms
beneficially own, dispositive power, Blocker, pecuniary interest, +1 more
5 terms
beneficially own regulatory
"may be deemed to beneficially own the Shares reported herein"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
dispositive power regulatory
"has the power to vote and the power to direct the disposition of all Shares"
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.
Blocker regulatory
"subject to a blocker which prevents them from exercising and/or converting Preferred Stock"
pecuniary interest financial
"disclaims beneficial ownership of the Shares reported herein except to the extent of the Reporting Person's pecuniary interest"
Reg. Section 240.13d-3 regulatory
"Accordingly, for the purposes of Reg. Section 240.13d-3, the Adviser and EOM may be deemed"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What ownership stake in Valion Bio (VBIO) is reported by Murchinson and affiliates?
Murchinson Ltd. and affiliated entities report potential beneficial ownership of up to 440,242 shares of Valion Bio common stock, representing 9.99% of the outstanding class after applying a contractual ownership blocker and including shares acquirable within 60 days.
How is the 9.99% ownership percentage for VBIO calculated in this Schedule 13G?
The 9.99% stake is based on 4,151,259 shares of Valion Bio common stock outstanding as of July 10, 2026, plus the approximate number of additional shares the reporting persons can acquire within 60 days through preferred stock conversion, limited by a 9.99% Blocker.
What securities give Murchinson’s funds additional exposure to Valion Bio (VBIO)?
The group’s exposure comes from common stock and Series C preferred stock of Valion Bio. The preferred stock is convertible or exercisable into common shares within 60 days, but a 9.99% Blocker caps how many can be converted at any time.
What does the 9.99% Blocker mean for Valion Bio (VBIO) ownership?
The Blocker prevents the funds and their affiliates from exercising or converting preferred stock into common shares if that would cause them to beneficially own more than 9.99% of Valion Bio’s outstanding common stock as a result of that transaction.