Westwater Resources, Inc. ownership update: Ayrton Capital LLC, Alto Opportunity Master Fund SPC - Segregated Master Portfolio B, and Waqas Khatri each report 4,798,924 shares of Common Stock issuable on conversion of a convertible note.
The filing states these shares represent 3.71% of the class based on 124,702,952 shares outstanding as of March 19, 2026, and the issuable shares are subject to a 9.99% beneficial ownership blocker. Holdings are reported as of March 31, 2026.
Positive
None.
Negative
None.
Insights
Schedule 13G/A reports a convertible-note-linked position of 4,798,924 shares.
The filing lists that 4,798,924 shares are issuable upon conversion of a convertible note held by the Reporting Persons and that the position is measured against 124,702,952 shares outstanding as of March 19, 2026. The calculation yields a reported stake of 3.71% of the class for each Reporting Person.
The excerpt also states a 9.99% beneficial ownership blocker applies to the convertible shares. Cash‑flow treatment and conversion mechanics beyond the stated issuerable amount and blocker are not described in the provided text; subsequent filings would show any conversion timing or proceeds.
Beneficial ownership blocker and entity structure are emphasized in the filing.
The filing attributes the holdings to a Fund managed by Ayrton Capital LLC, with Waqas Khatri as managing member; all three Reporting Persons are listed with identical share counts and voting/dispositive powers. The filing clarifies the Fund is a private investment vehicle and the Investment Manager relationship is disclosed.
Because the filing is a beneficial ownership disclosure, it is administrative in nature; its materiality depends on future conversion actions and timing, which the excerpt does not provide.
Key Figures
Shares issuable on conversion:4,798,924 sharesShares outstanding used for calculation:124,702,952 sharesPercent of class:3.71%+1 more
4 metrics
Shares issuable on conversion4,798,924 sharesissuable on conversion of the Note; reported as of <date>March 31, 2026</date>
Shares outstanding used for calculation124,702,952 sharesoutstanding as of <date>March 19, 2026</date> per Issuer's 10-K
Percent of class3.71%reported percent of class for each Reporting Person
Beneficial ownership blocker9.99%blocker applicable to issuable shares related to the Note
"issuable on conversion of a convertible note (the "Note") held by the Reporting Persons"
A convertible note is a type of loan that a company gets from investors, which can later be turned into company shares instead of being paid back in cash. It matters because it helps startups raise money quickly without setting a fixed value for the company right away, making it easier to grow and attract investors.
beneficial ownership blockerregulatory
"issuable shares of Common Stock related to the conversion of the Note are subject to a 9.99% beneficial ownership blocker"
Investment Managercorporate
"Ayrton Capital LLC, a Delaware limited liability company (the "Investment Manager"), serves as the investment manager"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
WESTWATER RESOURCES, INC.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
961684206
(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
CUSIP Number(s):
961684206
1
Names of Reporting Persons
Ayrton 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
4,798,924.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,798,924.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,798,924.00
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)
3.71 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
961684206
1
Names of Reporting Persons
Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
4,798,924.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,798,924.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,798,924.00
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)
3.71 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
961684206
1
Names of Reporting Persons
Waqas Khatri
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
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
4,798,924.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,798,924.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,798,924.00
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)
3.71 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
WESTWATER RESOURCES, INC.
(b)
Address of issuer's principal executive offices:
6950 S. Potomac Street, Suite 300, Centennial, CO, 80112
Item 2.
(a)
Name of person filing:
(i) Ayrton Capital LLC; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B; and (iii) Waqas Khatri
(b)
Address or principal business office or, if none, residence:
(i) Ayrton Capital LLC, 55 Post Rd West, 2nd Floor Westport, CT 06880; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, Suite #7 Grand Pavilion Commercial Centre, 802 West Bay Road, Grand Cayman, P.O. Box 10250, Cayman Islands; and (iii) Waqas Khatri 55 Post Rd West, 2nd Floor Westport, CT 06880
(c)
Citizenship:
(i) Ayrton Capital LLC: United States; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: Cayman Islands; and (iii) Waqas Khatri: United States
(d)
Title of class of securities:
Common Stock, $0.001 par value
(e)
CUSIP No.:
961684206
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:
Ayrton Capital LLC: 4,798,924; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 4,798,924; and (iii) Waqas Khatri: 4,798,924. Represents 4,798,924 shares of Common Stock issuable on conversion of a convertible note (the "Note") held by the Reporting Persons. The issuable shares of Common Stock related to the conversion of the Note are subject to a 9.99% beneficial ownership blocker. The shares reported herein represent Common Stock of Westwater Resources, Inc. (the "Issuer") held by Alto Opportunity Master Fund, SPC- Segregated Master Portfolio B, a Cayman Islands exempted company (the "Fund"). The Fund is a private investment vehicle for which Ayrton Capital LLC, a Delaware limited liability company (the "Investment Manager"), serves as the investment manager. Waqas Khatri serves as the managing member of the Investment Manager (all of the foregoing, collectively, the "Reporting Persons").
(b)
Percent of class:
The percentages below are based on (i) 124,702,952 shares of Common Stock of the Issuer that were outstanding as of March 19, 2026; and (ii) 4,798,924 shares of Common Stock issuable on the conversion of the Note held by the Reporting Persons. The amount of shares outstanding was based upon a statement in the Issuer's 10-K filed on March 19, 2026. For the sake of clarity, the holdings of the Reporting Persons reported herein are as of March 31, 2026. (i) Ayrton Capital LLC: 3.71%; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 3.71%; and (iii) Waqas Khatri: 3.71%.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(i) Ayrton Capital LLC: 4,798,924; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 4,798,924; and (iii) Waqas Khatri: 4,798,924
(ii) Shared power to vote or to direct the vote:
(i) Ayrton Capital LLC: 0; (ii) Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B: 0; and (iii) Waqas Khatri: 0
(iii) Sole power to dispose or to direct the disposition of:
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 acquired and are held in the ordinary course of business and 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.
Ayrton Capital LLC
Signature:
/s/ Waqas Khatri
Name/Title:
Waqas Khatri / Managing Member
Date:
05/11/2026
Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B
They report 4,798,924 shares issuable on conversion of a convertible note, equal to 3.71% of the class based on 124,702,952 shares outstanding as of March 19, 2026. The position is reported as of March 31, 2026.
Are the reported shares already outstanding or issuable?
The filing states the 4,798,924 shares are issuable on conversion of a convertible note, not presented as already outstanding. The convertible shares are subject to a 9.99% beneficial ownership blocker per the disclosure.
What is the beneficial ownership blocker referenced in the filing?
The filing explicitly states the issuable shares related to the Note are subject to a 9.99% beneficial ownership blocker. The excerpt does not provide further mechanics or conditions tied to that blocker.
Who controls the reported holdings?
The Fund holds the shares and Ayrton Capital LLC serves as the Investment Manager; Waqas Khatri is the managing member and is listed with sole voting and dispositive power over the 4,798,924 shares reported.
What outstanding share count did the filing use to compute percentages?
Percentages are based on 124,702,952 shares of Common Stock outstanding as of March 19, 2026, a figure cited from the Issuer's 10-K referenced in the filing.
