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Iroquois, Abbe, Page Disclose Warrants and Notes Convertible to WORX Shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

SCWorx Corp. Schedule 13G/A discloses that Iroquois Capital Management, LLC, Richard Abbe and Kimberly Page report beneficial interests in the issuer through outstanding warrants and convertible notes. The filing shows reported aggregates of 403,850 shares for Richard Abbe (reported as 9.99% of the class) and 305,524 shares for each of Iroquois Capital and Kimberly Page (reported as 7.75% of the class). These reported amounts include shares issuable upon conversion/exercise but are limited by contractual Beneficial Ownership Blockers that restrict conversion/exercise to 4.99% or 9.99% thresholds, so all instruments could not be converted or exercised as reported. Some Convertible Notes convert at a stated conversion price of $0.3496. The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interest and certify the securities were not acquired to change or influence control of the issuer.

Positive

  • Transparent disclosure of aggregate holdings and the contractual terms (warrants, convertible notes, conversion price).
  • Beneficial Ownership Blockers are documented, limiting immediate conversion/exercise and clarifying near-term dilution risk.

Negative

  • None.

Insights

TL;DR: Reporting persons disclose sizable convertible positions subject to ownership blockers; Abbe is reported at a near-10% stake.

The Schedule 13G/A is a routine ownership disclosure but contains material detail: aggregate reported positions include 403,850 shares for Richard Abbe (9.99%) and 305,524 shares (7.75%) for Iroquois Capital and Kimberly Page. The positions reflect potential conversion/exercise of large warrant and note holdings but were constrained by contractual Beneficial Ownership Blockers, limiting exercise to 4.99% or 9.99% thresholds. The filing also discloses a conversion price of $0.3496 for certain Convertible Notes and clarifies that the reporting persons disclaim beneficial ownership except for pecuniary interest. For investors, the key takeaway is transparency around potential dilution and the contractual limits on conversion activity.

TL;DR: The filing documents who may be deemed beneficial owners and confirms no stated intent to change control.

The disclosure names Iroquois Capital, Richard Abbe and Kimberly Page and explains allocation of voting and dispositive power between them. It reiterates that the securities were not acquired to effect a change of control and includes the certification required for such statements. The presence of Beneficial Ownership Blockers and explicit disclaimers of ownership are governance-relevant: they limit immediate conversion activity and clarify legal boundaries of influence. The form is informational and does not assert any governance actions or proposals.






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




Comment for Type of Reporting Person: Includes 305,524 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4) and/or conversion of the Convertible Notes (as defined in Item 4) (See Item 4). As more fully described in Item 4, the Convertible Notes and certain Warrants are subject to a 4.99% Beneficial Ownership Blocker and certain Warrants are subject to a 9.99% 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 conversion and/or exercise of such reported securities, giving effect to the Beneficial Ownership Blockers.


SCHEDULE 13G




Comment for Type of Reporting Person: Includes 403,850 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4) and/or conversion of the Convertible Notes (as defined in Item 4) (See Item 4). As more fully described in Item 4, the Convertible Notes and certain Warrants are subject to a 4.99% Beneficial Ownership Blocker and certain Warrants are subject to a 9.99% 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 conversion and/or exercise of such reported securities, giving effect to the Beneficial Ownership Blockers.


SCHEDULE 13G




Comment for Type of Reporting Person: Includes 305,524 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4) and/or conversion of the Convertible Notes (as defined in Item 4) (See Item 4). As more fully described in Item 4, the Convertible Notes and certain Warrants are subject to a 4.99% Beneficial Ownership Blocker and certain Warrants are subject to a 9.99% 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 conversion and/or 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:08/13/2025
Richard Abbe
Signature:/s/ Richard Abbe
Name/Title:Richard Abbe
Date:08/13/2025
Kimberly Page
Signature:/s/ Kimberly Page
Name/Title:Kimberly Page
Date:08/13/2025

FAQ

What does the Schedule 13G/A say about SCWorx (WORX) ownership by Iroquois Capital and related persons?

The filing reports that Iroquois Capital, Richard Abbe and Kimberly Page hold interests through warrants and convertible notes, with reported aggregates of 403,850 shares for Richard Abbe and 305,524 shares for Iroquois Capital and Kimberly Page.

Do the reported holdings include convertible securities and warrants for WORX?

Yes. The reported amounts include shares issuable upon exercise of warrants and conversion of Convertible Notes as described in Item 4 of the filing.

Are there limits on converting the warrants or notes into WORX common stock?

Yes. Certain Warrants and Convertible Notes contain Beneficial Ownership Blockers that prevent exercise or conversion if doing so would cause ownership above 4.99% or 9.99%, and the reported percentages give effect to those blockers.

What conversion price is disclosed for the Convertible Notes in the WORX filing?

The filing states certain Convertible Notes convert into common stock at a conversion price of $0.3496.

Does the filing state any intent to change or influence control of SCWorx (WORX)?

No. The reporting persons certify that the securities were not acquired for the purpose of changing or influencing control of the issuer.
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