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Iroquois entities hold large WORX warrant positions; blockers limit exercise (WORX)

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Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

SCWorx Corp. Schedule 13G/A (Amendment No. 5) reports holdings by Iroquois Capital Management LLC, Iroquois Master Fund Ltd., Iroquois Capital Investment Group LLC, and related reporting persons Richard Abbe and Kimberly Page. The cover pages give effected share counts and percentages as of March 31, 2026 based on 15,999,423 shares outstanding. The filing explains large warrant positions that are subject to Beneficial Ownership Blockers (4.99% and 9.99%), which limit exercise so the reported percentages reflect those blockers. The cover-page rows show dispositive and voting powers for each reporting person and provide percentages that give effect to the blockers.

Positive

  • None.

Negative

  • None.

Insights

13G/A discloses sizeable warrant holdings constrained by 4.99% and 9.99% blockers.

The filing lists warrant positions for Iroquois Master Fund and ICIG totaling millions of exercisable shares but states exercise is limited by Beneficial Ownership Blockers. The reported percentages are calculated on 15,999,423 shares outstanding as of March 31, 2026 and reflect those blockers.

Cash‑flow treatment is not stated here; subsequent filings would show any exercises or sales. Future filings will show whether holders exercise beyond the blockers or restructure positions.

Filing clarifies attribution and disclaimers among Iroquois entities and individuals.

The statement explains who may be deemed beneficial owners due to advisory and management relationships and includes a standard disclaimer that each Reporting Person disclaims beneficial ownership except to the extent of pecuniary interest. Voting and dispositive powers are reported on the cover pages.

Material qualifiers (the Beneficial Ownership Blockers) are preserved verbatim and directly affect percentage calculations; timing of any change depends on future exercises or amendments.

Shares outstanding 15,999,423 shares as of March 31, 2026
Iroquois Master Fund warrants 12,185,673 shares Warrants to purchase common stock (Item 4)
Iroquois Master Fund warrants subject to 4.99% blocker 11,397,022 shares subject to 4.99% Beneficial Ownership Blocker
ICIG warrants 16,107,520 shares Warrants to purchase common stock (Item 4)
ICIG warrants subject to 4.99% blocker 15,180,132 shares subject to 4.99% Beneficial Ownership Blocker
Richard Abbe reported total 1,700,723 shares reported on cover page, gives effect to blockers
Iroquois Capital shared dispositive power (example) 772,133 shares reported shared dispositive power on cover page
Beneficial Ownership Blocker regulatory
"Certain of the Warrants contain provisions which precludes the exercise"
A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.
Warrants financial
"Warrants to purchase 12,185,673 shares of Common Stock"
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.
Beneficially owned regulatory
"Amount beneficially owned: See Item 9 on the cover pages"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What stake does Iroquois report in SCWorx (WORX)?

Iroquois-related entities report positions including warrants; reported percentages give effect to blockers. The filing uses 15,999,423 shares outstanding as of March 31, 2026 to compute percentages and applies 4.99% and 9.99% Beneficial Ownership Blockers.

How many warrants does Iroquois Master Fund hold for WORX?

Iroquois Master Fund holds Warrants to purchase 12,185,673 shares, with 11,397,022 of those warrants subject to a 4.99% blocker and 771,151 subject to a 9.99% blocker, per Item 4 of the filing.

What aggregate position is attributed to Richard Abbe in WORX?

Richard Abbe is shown with 1,700,723 shares reported and a percentage of 9.6%; this figure gives effect to the Beneficial Ownership Blockers and includes exercisable warrant counts as described in the cover comments.

Do the Beneficial Ownership Blockers affect exercise of the warrants?

Yes. The filing states certain warrants cannot be exercised to the extent exercise would cause ownership above 4.99% or 9.99%. The reported share and percentage figures are calculated with those blockers in effect.

Where are the Reporting Persons located and who files the statement?

The filing is made by Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page. The principal business address listed for the Reporting Persons is 2 Overhill Road, Scarsdale, NY 10583.





78396V208

(CUSIP Number)
03/31/2026

(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)




schemaVersion:


SCHEDULE 13G




Comment for Type of Reporting Person: Includes 771,151 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4) that are subject to a 9.99% Beneficial Ownership Blocker and does not include 11,397,022 shares of Common Stock issuable upon the exercise of Warrants that are subject to a 4.99% Beneficial Ownership Blocker, and the percentage set forth in row (11) gives effect to such Beneficial Ownership Blockers (as defined in Item 4). The shares reported in rows (6), (8) and (9) show the number of shares of Common Stock issuable upon exercise of such reported securities, giving effect to the Beneficial Ownership Blockers.


SCHEDULE 13G




Comment for Type of Reporting Person: Includes 1,698,539 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4) that are subject to a 9.99% Beneficial Ownership Blocker and does not include 26,577,154 shares of Common Stock issuable upon the exercise of Warrants that are subject to a 4.99% Beneficial Ownership Blocker, and the percentage set forth in row (11) gives effect to such Beneficial Ownership Blockers (as defined in Item 4). The shares reported in rows (5), (6), (7), (8) and (9) show the number of shares of Common Stock issuable upon exercise of such reported securities, giving effect to the Beneficial Ownership Blockers. 116411


SCHEDULE 13G




Comment for Type of Reporting Person: Includes 771,151 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4) that are subject to a 9.99% Beneficial Ownership Blocker and does not include 11,397,022 shares of Common Stock issuable upon the exercise of Warrants that are subject to a 4.99% Beneficial Ownership Blocker, and the percentage set forth in row (11) gives effect to such Beneficial Ownership Blockers (as defined in Item 4). The shares reported in rows (6), (8) and (9) show the number of shares of Common Stock issuable upon exercise of such reported securities, giving effect to the Beneficial Ownership Blockers.


SCHEDULE 13G



Iroquois Capital Management, LLC
Signature:/s/ Richard Abbe
Name/Title:Richard Abbe
Date:05/14/2026
Richard Abbe
Signature:/s/ Richard Abbe
Name/Title:Richard Abbe
Date:05/14/2026
Kimberly Page
Signature:/s/ Kimberly Page
Name/Title:Kimberly Page
Date:05/14/2026