[SCHEDULE 13G/A] Wearable Devices Ltd. Warrant SEC Filing
Armistice Capital, LLC and Steven Boyd report a shared beneficial interest in Wearable Devices Ltd. Together they hold 54,042 ordinary shares, representing 4.99% of the class. Armistice Capital, as investment manager to a Master Fund, exercises voting and investment power over those shares and Mr. Boyd, as managing member, may be deemed to beneficially own them. The filings state the reported shares are held with shared voting and dispositive power (no sole voting or dispositive power). The Master Fund is identified as the direct holder and retains the economic right to dividends or sale proceeds.
- Transparency of ownership: The filing clearly discloses the relationship between Armistice Capital, the Master Fund, and Steven Boyd
- Below 5% threshold: The reported position is 4.99%, which generally reflects a non-control, passive disclosure status under Schedule 13G
- No sole voting or dispositive power: The reporting persons do not hold sole authority to vote or dispose of the shares, limiting direct influence
- Potential ambiguity on economic ownership: The Master Fund disclaims beneficial ownership due to the Investment Management Agreement, which may complicate assessment of direct economic control
Insights
TL;DR: A sub-5% passive position disclosed; voting and disposition are exercised via the manager, not individually controlled.
Armistice Capital reports a 4.99% stake via shared voting and dispositive power, which indicates control by the investment manager over the Master Fund's holdings rather than direct individual ownership. Because the position is below 5%, the filing is routine under Schedule 13G classification and signals no intent to influence issuer control. For investors, this disclosure clarifies ownership structure and who holds voting authority for the reported shares.
TL;DR: Ownership structure shows delegated authority; no apparent change to corporate control.
The statement clarifies that Armistice Capital, through an Investment Management Agreement, possesses voting and investment power over the Master Fund's shares, and Mr. Boyd may be considered beneficially associated due to his management role. The Master Fund disclaims beneficial ownership because it lacks independent voting/dispositive power under the agreement. This delineation is important for governance transparency but does not indicate group formation or control intent.