[SCHEDULE 13G/A] ANEW MEDICAL, INC. Common Stock SEC Filing

Rhea-AI Filing Summary

Austria Capital LLC filed Amendment No. 1 to Schedule 13G reporting its beneficial ownership of 1,621,470 common shares of Klotho Neurosciences Inc. (CUSIP 49876K103) as of 14 May 2025. The position represents 4.99 % of the company’s 32,494,389 shares outstanding. The filing states that Austria Capital LLC holds sole voting and dispositive power over the entire stake and is contractually capped at a 4.99 % ownership limit. The investor certifies the shares were not acquired to influence control of the issuer. Because the ownership remains below the 5 % threshold, no Schedule 13D obligations arise, and no change-of-control intentions are disclosed.

Insights

Financial Analyst

TL;DR: Passive 4.99 % stake; neutral impact

The amendment merely updates Austria Capital’s passive holding below the 5 % level. No new financing, board influence, or strategic intent is mentioned, so market impact should be minimal. The contractual cap hints at prior financing terms (e.g., PIPE or convertible) but offers no immediate dilution or governance trigger. Overall, the filing is routine disclosure with limited valuation effect.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

KLOTHO NEUROSCIENCES INC.

(Name of Issuer)

COMMON STOCK, $0.0001 PAR VALUE PER SHARE

(Title of Class of Securities)

49876K103

(CUSIP Number)

05/14/2025

(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. 49876K103

1

Names of Reporting Persons

Austria 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 1,621,470.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 1,621,470.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,621,470.00

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)

4.99 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: Note to 5, 7, 9 and 11: Based on 32,494,389 shares outstanding as of May 14, 2025 pursuant to a Form 10-Q filed on May 15, 2025 with the Securities and Exchange Commission for the quarter ended March 31, 2025. Note to 10: The aggregate amount in Row 9 represents the maximum amount of shares that Austria Capital LLC can beneficially control under a contractually stipulated 4.99% ownership restriction.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: KLOTHO NEUROSCIENCES INC.
(b)	Address of issuer's principal executive offices: 13576 Walnut Street, Suite A, Omaha, NE 68144
Item 2.
(a)	Name of person filing: Austria Capital LLC
(b)	Address or principal business office or, if none, residence: 1818 51st Street, Brooklyn, NY 11204
(c)	Citizenship: Delaware
(d)	Title of class of securities: COMMON STOCK, $0.0001 PAR VALUE PER SHARE
(e)	CUSIP No.: 49876K103
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: 1,621,470.00
(b)	Percent of class: 4.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1,621,470.00
	(ii) Shared power to vote or to direct the vote: 0 Shares
	(iii) Sole power to dispose or to direct the disposition of: 1,621,470.00
	(iv) Shared power to dispose or to direct the disposition of: 0 Shares
Item 5.	Ownership of 5 Percent or Less of a Class.
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 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.

Austria Capital LLC

Signature:	/s/ Isaac Schreiber
Name/Title:	Isaac Schreiber, Sole Member
Date:	06/05/2025

FAQ

How many Klotho Neurosciences shares does Austria Capital LLC own?

Austria Capital LLC reports ownership of 1,621,470 common shares.

What percentage of Klotho Neurosciences’ outstanding shares does this represent?

The stake equals 4.99 % of the 32.49 million shares outstanding.

Does Austria Capital LLC share voting or dispositive power with others?

No. The filing shows sole voting and dispositive power over all reported shares.

Why was the Schedule 13G/A filed if ownership is below 5 %?

It reflects an amended disclosure; Austria Capital’s ownership is contractually capped at 4.99 %, requiring transparency even though it stays under the 5 % threshold.

Is Austria Capital LLC seeking to influence control of Klotho Neurosciences?

The certification states the shares were not acquired to change or influence control and are held on a passive basis.