Iroquois Capital (XWEL) reports it is no longer a beneficial owner of XWELL

Rhea-AI Filing Summary

XWELL, Inc. received an amended Schedule 13G from Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page, updating their beneficial ownership disclosure for the company’s common stock.

The filing states that the reporting persons no longer own any shares of XWELL common stock as of June 30, 2026. Previously reported beneficial ownership percentages on the cover pages were approximately 5.5% for Richard Abbe (including certain entities) and 4.6% for Iroquois Capital Management and Kimberly Page, based on 8,444,266 XWELL shares outstanding as of May 14, 2026. The reporting persons describe complex investment advisory and control relationships among Iroquois Capital, Iroquois Master Fund Ltd., and Iroquois Capital Investment Group LLC and expressly disclaim beneficial ownership of shares except to the extent of their pecuniary interest.

Key Figures

Shares outstanding: 8,444,266 shares Prior beneficial ownership – Richard Abbe: 5.5 % Prior beneficial ownership – Iroquois, Page: 4.6 % +2 more

5 metrics

Shares outstanding 8,444,266 shares XWELL common stock outstanding as of May 14, 2026

Prior beneficial ownership – Richard Abbe 5.5 % Beneficial ownership percentage reported on cover page

Prior beneficial ownership – Iroquois, Page 4.6 % Beneficial ownership percentage reported on cover pages

Shared voting power 387,444 shares Shared voting power reported for Iroquois and Page

Aggregate shares – Richard Abbe 466,944 shares Aggregate number of shares previously beneficially owned

Key Terms

beneficial owner, dispositive power, pecuniary interest, shared voting power, +1 more

5 terms

beneficial owner financial

"may each be deemed to be the beneficial owner of all shares"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

dispositive power financial

"Sole Dispositive Power 0.00 8 | Shared Dispositive Power 387,444.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

pecuniary interest financial

"disclaim beneficial ownership of these shares, except to the extent of its, his or her pecuniary interest"

shared voting power financial

"6 | Shared Voting Power 387,444.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

Schedule 13G regulatory

"Row 9 of each Reporting Person's cover page to this sets forth"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

What change in ownership of XWEL did Iroquois Capital report in this Schedule 13G/A?

The reporting persons state they no longer own any shares of XWELL, Inc. common stock as of June 30, 2026, updating prior disclosures of significant beneficial ownership positions in the company.

Who are the reporting persons in XWEL’s amended Schedule 13G/A?

The Schedule 13G/A is filed by Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page. They describe advisory and control roles over entities holding XWELL shares and collectively are referred to as the reporting persons.

What ownership percentages in XWEL were previously reported by Iroquois and its principals?

Cover-page data show prior beneficial ownership of about 5.5% for Richard Abbe and 4.6% for Iroquois Capital Management and Kimberly Page, calculated using 8,444,266 XWELL common shares outstanding as of May 14, 2026.

On what share count is the XWEL ownership calculation in this filing based?

The ownership percentages are based on 8,444,266 shares of XWELL common stock outstanding as of May 14, 2026, a figure taken from the company’s Form 10‑Q filed on May 20, 2026.

What is the relationship of Iroquois Capital to the XWEL shares referenced in the filing?

Iroquois Capital Management LLC acts as investment adviser to Iroquois Master Fund Ltd., and Richard Abbe also oversees investments for Iroquois Capital Investment Group LLC, which previously held XWELL shares referenced in the beneficial ownership calculations.

How do the XWEL reporting persons describe their beneficial ownership in this filing?

They explain their roles could cause them to be deemed beneficial owners of XWELL shares held by related entities but expressly disclaim beneficial ownership beyond their pecuniary interests, if any.

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

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Available on EDGAR 08/13/2026 - 04:01 PM Accepted by SEC EDGAR 08/13/2026 - 04:00 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

XWELL, Inc.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

98420U802

(CUSIP Number)

06/30/2026

(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): 98420U802

1

Names of Reporting Persons

Iroquois Capital Management, 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 0.00
6	Shared Voting Power 387,444.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 387,444.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

387,444.00

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)

4.6 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Explanatory Note: This Amendment No. 2 is being filed to correct Amendment No. 1 filed on August 12, 2026. Due to a clerical error, Amendment No. 1 inadvertently omitted the beneficial ownership of certain shares of Common Stock owned by the Reporting Persons as of June 30, 2026.

SCHEDULE 13G

CUSIP Number(s): 98420U802

1

Names of Reporting Persons

Richard Abbe

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 79,500.00
6	Shared Voting Power 387,444.00
7	Sole Dispositive Power 79,500.00
8	Shared Dispositive Power 387,444.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

466,944.00

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)

5.5 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Explanatory Note: This Amendment No. 2 is being filed to correct Amendment No. 1 filed on August 12, 2026. Due to a clerical error, Amendment No. 1 inadvertently omitted the beneficial ownership of certain shares of Common Stock owned by the Reporting Persons as of June 30, 2026.

SCHEDULE 13G

CUSIP Number(s): 98420U802

1

Names of Reporting Persons

Kimberly Page

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 0.00
6	Shared Voting Power 387,444.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 387,444.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

387,444.00

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)

4.6 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Explanatory Note: This Amendment No. 2 is being filed to correct Amendment No. 1 filed on August 12, 2026. Due to a clerical error, Amendment No. 1 inadvertently omitted the beneficial ownership of certain shares of Common Stock owned by the Reporting Persons as of June 30, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: XWELL, Inc.
(b)	Address of issuer's principal executive offices: 254 West 31st Street, 11th Floor, New York, NY 10001
Item 2.
(a)	Name of person filing: This statement is being filed by (i) Iroquois Capital Management LLC, a Delaware limited liability company ("Iroquois"), (ii) Richard Abbe, and (iii) Kimberly Page ("Mr. Abbe" and "Ms. Page," together with Iroquois, the "Reporting Persons"). Mr. Abbe shares authority and responsibility for the investments made on behalf of Iroquois Master Fund Ltd. ("IMF") with Ms. Kimberly Page, each of whom is a director of IMF. As such, Mr. Abbe and Ms. Page may each be deemed to be the beneficial owner of all shares of Common Stock held by IMF. Iroquois Capital is the investment advisor for IMF and Mr. Abbe is the President of Iroquois Capital. Mr. Abbe has the sole authority and responsibility for the investments made on behalf of Iroquois Capital Investment Group LLC ("ICIG"). As such, Mr. Abbe may be deemed to be the beneficial owner of all shares of Common Stock held by Iroquois Master Fund and ICIG. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. Each of the Reporting Persons disclaim beneficial ownership of these shares, except to the extent of its, his or her pecuniary interest in such shares, if any.
(b)	Address or principal business office or, if none, residence: The principal business address for each of the Reporting Persons is 2 Overhill Road, Scarsdale, NY 10583.
(c)	Citizenship: Iroquois Capital Management LLC is a Delaware limited liability company. Richard Abbe is an individual who is a citizen of the United States of America. Kimberly Page is an individual who is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock, $0.01 par value
(e)	CUSIP No.: 98420U802
Item 4.	Ownership
(a)	Amount beneficially owned: Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of shares of securities of the Issuer beneficially owned by such Reporting Person as of the date of the event which requires filing of this statement and is incorporated herein by reference. The Reporting Persons no longer own any shares of Common Stock as of June 30, 2026.
(b)	Percent of class: Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the securities of the Issuer beneficially owned by such Reporting Person as of the date of the event which requires filing of this statement and is incorporated herein by reference. Such percentage is based on 8,444,266 shares of Common Stock of the Issuer outstanding as of May 14, 2026, as represented in the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 20, 2026.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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.

Iroquois Capital Management, LLC

Signature:	/s/ Richard Abbe
Name/Title:	Richard Abbe, President
Date:	08/13/2026

Richard Abbe

Signature:	/s/ Richard Abbe
Name/Title:	Richard Abbe
Date:	08/13/2026

Kimberly Page

Signature:	/s/ Kimberly Page
Name/Title:	Kimberly Page
Date:	08/13/2026