[SCHEDULE 13G/A] XWELL, Inc. Amended Passive Investment Disclosure
Iroquois Capital exits XWELL stake with 0% ownership
XWELL, Inc. received an amended Schedule 13G from Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page stating that they no longer beneficially own any shares of XWELL common stock.
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XWELL, Inc. received an amended Schedule 13G from Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page stating that they no longer beneficially own any shares of XWELL common stock. Each reporting person reports 0 shares beneficially owned and 0% of the outstanding common stock.
The filing notes that these ownership percentages are based on 8,444,266 shares of XWELL common stock outstanding as of May 14, 2026, as reported in a prior quarterly report. The reporting persons also reiterate standard disclaimers that any prior beneficial ownership was only to the extent of their pecuniary interest in such shares.
Key Figures
Shares beneficially owned:0 sharesPercent of class owned:0%Shares outstanding:8,444,266 shares+2 more
5 metrics
Shares beneficially owned0 sharesReported by each Iroquois-related reporting person as of June 30, 2026
Percent of class owned0%Percent of XWELL common stock reported by each reporting person
Shares outstanding8,444,266 sharesXWELL common stock outstanding as of May 14, 2026, from Form 10-Q
CUSIP98420U802CUSIP for XWELL, Inc. common stock, $0.01 par value
Event dateJune 30, 2026Date as of which ownership is reported as 0 shares
Key Terms
beneficial owner, pecuniary interest, dispositive power, Schedule 13G, +1 more
5 terms
beneficial ownerfinancial
"may each be deemed to be the beneficial owner of all shares of Common Stock"
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.
pecuniary interestfinancial
"disclaim beneficial ownership of these shares, except to the extent of its, his or her pecuniary interest"
dispositive powerfinancial
"Sole Dispositive Power 0.00 8 | Shared Dispositive Power 0.00"
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.
Schedule 13Gregulatory
"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.
percent of classfinancial
"Ownership of 5 percent or less of a class"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did the Schedule 13G/A filed for XWEL disclose about Iroquois Capital Management's holdings?
The Schedule 13G/A reports that Iroquois Capital Management LLC and its related reporting persons now beneficially own 0 shares of XWELL common stock, corresponding to 0% of the class, indicating they no longer hold a reportable position.
What percentage of XWELL (XWEL) does Richard Abbe now beneficially own according to this filing?
According to the amendment, Richard Abbe now beneficially owns 0% of XWELL’s common stock. The filing shows 0 shares held, with no sole or shared voting or dispositive power reported for any of the reporting persons.
How many XWELL (XWEL) shares were used as the basis for the ownership calculation?
The ownership percentages are calculated using 8,444,266 shares of XWELL common stock outstanding as of May 14, 2026, as referenced from the company’s Form 10-Q, providing the denominator for the 0% ownership figures.
Who are the reporting persons named in this XWEL Schedule 13G/A amendment?
The reporting persons are Iroquois Capital Management LLC, Richard Abbe, and Kimberly Page. The filing explains their roles with Iroquois Master Fund Ltd. and related entities, along with standard beneficial ownership and pecuniary interest disclaimers.
What does “ownership of 5 percent or less of a class” mean for XWEL in this filing?
“Ownership of 5 percent or less of a class” in this context means the reporting persons now hold 0% of XWELL’s common stock, falling below the 5% threshold that typically triggers Schedule 13D/13G reporting obligations for significant shareholders.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 6)
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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0 %
12
Type of Reporting Person (See Instructions)
OO
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
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0 %
12
Type of Reporting Person (See Instructions)
HC, IN
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
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0 %
12
Type of Reporting Person (See Instructions)
IN
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 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:
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.
Ownership of 5 percent or less of a class
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.
