BLOG / 🇺🇸 United States / insider ownership · · daily

US Activist Hedge Fund Institutional SEC 13D 13G — September 11, 2026

Activist & Institutional Activity

By Gunpowder Editorial ·

25 high priority 11 medium priority 36 total filings analysed

Executive Summary

This batch of 36 filings reveals a surge in activist and insider activity, with several campaigns targeting governance and strategic changes at small- to mid-cap companies. Notable activist pushes include a special tender offer for Evogene Ltd., a public campaign at Freightos, and a call for a full sale at TransAct Technologies.

Insider selling is pronounced, with Andreessen Horowitz reducing its Nautilus Biotechnology stake below 5%, Squadron Capital trimming its OrthoPediatrics position, and the Toro 18 group selling Universal Electronics shares. Conversely, Fairmount Funds has taken a 19.99% stake in Korsana Biosciences, and Conversant Capital acquired a 9.8% stake in Vulcan Infrastructure. The Rent the Runway filings highlight a coordinated capital raise with a $15M rights offering backstopped by major holders, while the American Homes 4 Rent filings show a significant ownership restructuring as the B. Wayne Hughes estate distributes shares. Overall, the period is marked by high-conviction activist entries, partial exits by early investors, and several companies undergoing capital structure changes, creating a rich environment for event-driven strategies.

Materiality, sentiment, and priority are scored by Gunpowder’s analysis pipeline. How we score filings →

Filing types in this digest: Schedule 13D · Schedule 13G

Tracking the trend? Catch up on the prior US Activist Hedge Fund Institutional SEC 13D 13G digest from September 09, 2026.

Investment Signals (12)

  • Activist group L.I.A. Pure Capital plans a special tender offer at ≥$0.55/share, targeting ≥25% voting rights, with a history of 6 amendments in 2 months indicating escalating pressure

  • Founder Zvi Schreiber (6% owner) launched a public campaign (GrowCRGO) to remove the Chairman and shift strategy, with 3 AGM resolutions proposed, signaling a high-conviction activist push

  • Korsana Biosciences (formerly Cyclerion) (BULLISH)
    ▲

    Fairmount Funds acquired a 19.99% stake for $112.5M, with a beneficial ownership limitation that auto-reduces to 9.99% if their stake falls to 9%, indicating a structured, long-term position

  • Vulcan Infrastructure & Power (formerly Greenidge) (BULLISH)
    ▲

    Conversant Capital acquired a 9.8% stake at $1.71/share and secured board appointment rights, preemptive rights, and registration rights, signaling active governance engagement

  • Nautilus Biotechnology (NAUT) (BEARISH)
    ▲

    Andreessen Horowitz sold 1.4M shares (18% of its stake) over 7 days at $0.90-$1.09, dropping below 5% ownership, a strong bearish signal from a top-tier VC

  • Squadron Capital sold 324,869 shares (5% of its stake) at $21.01-$23.35, citing capital needs for other portfolio businesses, a partial exit from a 23.8% position

  • Universal Electronics (UEIC) (BEARISH)
    ▲

    Toro 18/Immersion group sold 242,815 shares (18% of its stake) at $4.55-$5.57 over 4 weeks, reducing to 8.6% ownership, indicating waning conviction

  • TransAct Technologies (TACT) (BULLISH)
    ▲

    Activist Charles Gillman (5.1% owner) is publicly demanding a full sale of the company, citing a strong micro-cap activism environment and reduced proxy costs, with a market cap of only $53M

  • Rent the Runway (RENT) (BULLISH)
    ▲

    Major holders (CHS, Story3, Nexus) collectively own 84.5% of Class A shares and backstopped a $15M rights offering at ≥$3.55/share, providing a floor and signaling insider support

  • Dell Technologies (DELL) (BEARISH)
    ▲

    Silver Lake converted 1.16M Class B shares to Class C and sold 810,000 shares, distributing 233,098 more to equity holders, a continued monetization of its 6.7% stake

  • Barinthus Biotherapeutics (BRNS) (BEARISH)
    ▲

    Oxford Science Enterprises fully exited its position (0% ownership as of Sept 9), a complete loss of confidence from a major early investor

  • Tenax Therapeutics (TENX) (BEARISH)
    ▲

    ING Groep exited its entire position (0% ownership), a negative signal from a former institutional holder

Risk Flags (10)

  • ▼

    a16z sold 1.4M shares below $1.10, dropping below 5%, signaling potential further selling and lack of confidence in near-term prospects

  • Universal Electronics↓ [MEDIUM RISK]
    ▼

    Toro 18 group sold 242,815 shares (18% of stake) in 7 transactions over 4 weeks, a steady liquidation pattern that could pressure the stock

  • OrthoPediatrics Corp↓ [MEDIUM RISK]
    ▼

    Squadron Capital sold 302,369 shares at $21.01 on a single day (Sept 10), a large block sale that may indicate urgency for liquidity

  • Oxford Science Enterprises fully exited, a complete loss of institutional support that could signal fundamental issues

  • ▼

    ING Groep exited its entire position, a negative signal from a former holder, though the stake was likely small

  • ▼

    Director Chi Ming Lam sold 270,000 shares, dropping below 5% and triggering a final 13D amendment, with 5.4M shares still pledged as collateral

  • Evogene Ltd.↓ [HIGH RISK]
    ▼

    Activist group alleges the company violated law and internal policies at the AGM, reserving rights to challenge board election, creating legal and governance uncertainty

  • Senti Biosciences↓ [HIGH RISK]
    ▼

    Must retain at least $600K cash post-merger and submit a Nasdaq compliance plan, indicating precarious financial health and potential delisting risk

  • JBDI Holdings↓ [MEDIUM RISK]
    ▼

    EU Holdings pledged 99% of its holding company shares to secure a $4.85M short-term loan (due Oct 9, 2026), creating potential forced selling risk if not repaid

  • Hagerty, Inc.↓ [MEDIUM RISK]
    ▼

    Controlling shareholder HHC sold 10.6M shares at $11.95, reducing its stake, and entered a 60-day lock-up, after which further selling could occur

Opportunities (9)

  • ◆

    Activist group plans a special tender offer at ≥$0.55/share, a 10%+ premium to recent prices, with a history of escalating pressure; potential for a higher bid or board change

  • Founder with 6% stake launched a public campaign to remove Chairman and shift strategy; potential for board shakeup or sale process, with a small market cap making change easier

  • Activist with 5.1% stake is pushing for a full sale of the company; $53M market cap makes it a viable M&A target, and the activist has a track record of successful campaigns

  • Major holders backstopped a $15M rights offering at ≥$3.55/share, providing a price floor and signaling insider support; combined 84.5% ownership reduces dilution risk

  • Vulcan Infrastructure/Board Seat (OPPORTUNITY)
    ◆

    Conversant Capital secured board appointment rights with a 9.8% stake; active governance engagement could drive operational improvements and value creation

  • Korsana Biosciences/Structured Stake (OPPORTUNITY)
    ◆

    Fairmount Funds invested $112.5M for a 19.99% stake with a built-in ownership cap that auto-reduces if their stake falls, suggesting a long-term, value-oriented position

  • Multiple institutional holders (Denham 12.5%, EMG 7.8%, Vision Blue 7.9%) disclosed stakes post-merger, with lock-up agreements creating potential for price discovery as restrictions expire (90-180 days)

  • Silver Lake's continued selling may create a technical overhang, but the stock's strong fundamentals and 12.1% voting power suggest any discount is temporary

  • Equitable Holdings disclosed a 19.87% passive stake in Series H preferred shares, which may offer an attractive yield relative to risk, though liquidity is limited

Sector Themes (6)

  • Activist Surge in Micro-Caps
    ◆

    Multiple filings show activists targeting companies with market caps under $500M (Evogene, Freightos, TransAct, Universal Electronics), using public campaigns, tender offers, and board fights to drive change. This suggests a favorable environment for micro-cap activism, as noted by Gillman in his TransAct filing.

  • Insider Selling by Early/VC Investors
    ◆

    A clear pattern of early investors reducing or exiting positions: a16z in Nautilus, Squadron Capital in OrthoPediatrics, Toro 18 in Universal Electronics, Oxford Science in Barinthus, and ING in Tenax. This may signal a broader rotation out of small-cap life sciences and tech, or a need for liquidity.

  • Concentrated Ownership and Capital Raises
    ◆

    Rent the Runway exemplifies a trend where major holders (84.5% combined) backstop rights offerings to provide liquidity without significant dilution. This structure protects existing holders but concentrates risk.

  • Post-Merger Ownership Disclosures
    ◆

    Multiple filings (USA Rare Earth, Senti Biosciences, Korsana) involve Schedule 13D/13G filings triggered by mergers, revealing the new ownership structure and lock-up agreements. These create opportunities for event-driven investors to analyze lock-up expiry and potential selling pressure.

  • Governance and Board Changes as Catalysts
    ◆

    Several filings (Freightos, Vulcan Infrastructure, TransAct) involve demands for board changes or have secured board seats. This theme highlights that governance activism is a key driver of value in small- and mid-cap companies.

  • Passive Institutional Stakes in Preferred Securities
    ◆

    Filings for Carlyle Tactical Private Credit Fund (Thrivent, 7.2%) and Calamos Strategic Total Return Fund (Equitable, 19.87%) show passive institutional interest in preferred shares of BDCs and closed-end funds, likely for yield.

Watch List (8)

Filing Analyses (36)
Cyclerion Therapeutics, Inc. SC 13D neutral materiality 7/10

11-09-2026

Fairmount Funds Management LLC and its affiliates filed a Schedule 13D disclosing aggregate beneficial ownership of 19.99% of Korsana Biosciences, Inc. (formerly Cyclerion Therapeutics, Inc.) as of September 8, 2026. The group holds 9,103,729 shares of common stock directly, with additional shares issuable upon conversion of Series B Preferred Stock and exercise of Pre-Funded Warrants, both subject to a 19.99% beneficial ownership limitation. The aggregate purchase price for the common stock and warrants was $99,999,973, and for the Series B Preferred Stock was $12,500,000.

  • · The beneficial ownership limitation on the Series B Preferred Stock will automatically reduce to 9.99% if Fairmount and its affiliates own 9.0% or less of outstanding Common Stock.
  • · Fund II and Co-Invest have delegated voting and investment power to Fairmount with at least 61 days' notice required to revoke.
  • · Tomas Kiselak holds options for the benefit of Fairmount funds and disclaims beneficial ownership of those options and underlying shares.
  • · The filing was made jointly by five Reporting Persons: Fairmount, Fund II, Co-Invest, Peter Harwin, and Tomas Kiselak.
Greenidge Generation Holdings Inc. SC 13D neutral materiality 7/10

11-09-2026

Conversant Capital LLC and its affiliates filed a Schedule 13D disclosing a 9.8% beneficial ownership stake in Vulcan Infrastructure & Power Inc. (formerly Greenidge Generation Holdings Inc.), acquired via a private placement of 3,479,532 shares at $1.71 per share for an aggregate purchase price of approximately $5.95 million. The filing also details board appointment rights (naming Jacky Wu to the board), preemptive rights, registration rights, and ownership threshold protections, indicating active engagement in the company's governance.

  • · The private placement closed on September 10, 2026, with shares purchased at $1.71 each.
  • · Purchaser's board appointment rights are contingent on maintaining at least 5.0% beneficial ownership.
  • · Preemptive rights expire on the earlier of the third anniversary of closing, ownership falling below 3.0%, or a change of control.
  • · Registration rights become exercisable on the first anniversary of closing, with a $15,000 cap on issuer costs for shelf registration.
  • · Ownership threshold protection caps beneficial ownership at 9.9% of outstanding voting securities.
  • · No transactions in Class A Common Stock were effected by the Reporting Persons during the past sixty days prior to the filing.
GPO Plus, Inc. SC 13D neutral materiality 6/10

11-09-2026

CEO Brett H. Pojunis acquired 4,000,000 shares of Series A-1 Preferred Stock in GPO Plus, Inc. on September 1, 2026, as compensation for services and credit support, valued at $160,000 ($0.04 per common-equivalent share). The issuance gives Pojunis 460,437,500 total votes, representing approximately 75.50% of total voting power, though he already controlled the company as sole director and majority holder prior to the transaction. His beneficial ownership of common stock stands at 14,437,500 shares (12.69% of the class), including shares issuable upon conversion.

  • · The Series A-1 Preferred shares carry 100 votes per share and are convertible at any time into common stock on a one-for-one basis.
  • · No cash was paid; the board valued the shares at $0.04 per common-equivalent share based on the August 19, 2026 closing price.
  • · The shares are fully vested and not subject to forfeiture or a vesting schedule.
  • · The transaction was an interested-director transaction under Nevada law, approved by the board via a fairness determination.
  • · The CEO already had sole voting and management control prior to the issuance, so no change in control occurred.
Hagerty, Inc. SC 13D/A mixed materiality 8/10

11-09-2026

Hagerty Holding Corp. (HHC), the controlling shareholder of Hagerty, Inc., filed an amended Schedule 13D disclosing that it sold 10,637,500 shares of Class A common stock at $11.95 per share in an underwritten public offering on September 9, 2026, reducing its economic stake. Following the offering and concurrent exchange transactions with Markel Group, HHC still holds 155,914,656 shares of Class V common stock and OpCo Units, representing approximately 56.5% of Class A common stock on a diluted basis and controlling about 66.1% of the total voting power. The filing also notes a 60-day lock-up agreement restricting further sales by HHC.

  • · HHC sold 10,637,500 Class A shares at $11.95 per share, raising approximately $127.1 million in gross proceeds.
  • · The offering was conducted under an underwriting agreement with Wells Fargo Securities and J.P. Morgan Securities as representatives of the underwriters.
  • · HHC entered into a 60-day lock-up agreement (until approximately November 8, 2026) restricting further sales of company stock without underwriter consent.
  • · HHC's beneficial ownership of Class A common stock on a diluted basis decreased from a prior level (not explicitly stated) to 56.5% after the offering and exchange transactions.
  • · HHC's voting power decreased to 66.1% from a prior level (not explicitly stated) due to the issuance of Class A shares in the exchange transactions.
  • · Starting December 2, 2024, certain HHC stockholders (McKeel Hagerty, Tammy Hagerty, or the Kim Hagerty Revocable Trust) may require HHC to exchange up to 2% of fully-diluted Class A shares annually, subject to HHC maintaining at least 55% voting power until December 2036.
  • · Upon the death of McKeel or Tammy Hagerty, their estate may cause HHC to exchange Class V shares and OpCo Units to cover estate obligations, including life insurance proceeds.
  • · HHC expressly disclaims beneficial ownership of any other shares of the company, including those held by other parties to the Investor Rights Agreement.
Evogene Ltd. SC 13D/A neutral materiality 5/10

11-09-2026

Leon Recanati filed Amendment No. 2 to his Schedule 13D, disclosing the purchase of 1,260,000 ordinary shares of Evogene Ltd. for an aggregate consideration of approximately $692,100 through block trades executed via the company's at-the-market offering facility. The purchases were made on August 4, 2026 (800,000 shares at $0.50 per share) and August 11, 2026 (460,000 shares at $0.635 per share), increasing his beneficial ownership to 1,354,836 shares, representing 8.6% of the outstanding ordinary shares as of July 27, 2026.

  • · The filing is Amendment No. 2 to the Schedule 13D originally filed on August 11, 2026.
  • · The purchases were made through block trades under Evogene's at-the-market offering facility.
  • · The source of funds was the personal funds of Leon Recanati.
  • · The percentage ownership (8.6%) is based on 15,801,407 shares outstanding as of July 27, 2026.
  • · The beneficial ownership includes 10,950 shares underlying options exercisable within 60 days of August 11, 2026.
JBDI Holdings Ltd SC 13D/A neutral materiality 6/10

11-09-2026

E U Holdings Pte. Ltd. (EU Holdings) has borrowed $4.85M from Mega Spirit Holdings Ltd via a secured promissory note due October 9, 2026, bearing 6.50% annual interest. To secure the loan, EU Holdings pledged 99% of the shares of EUG Investment Limited, which directly holds 3,947,910 ordinary shares (41.49%) of JBDI Holdings Ltd. The filing updates beneficial ownership disclosures for EU Holdings, Ng Eng Guan, and Neo Chin Heng, each of whom is deemed to beneficially own 41.49% of JBDI's outstanding shares.

  • · The promissory note was issued on September 7, 2026, and matures on October 9, 2026 (approximately 32 days).
  • · EU Holdings pledged 99 ordinary shares of EUG Investment (representing 99% of its total issued shares) as collateral under a stock pledge agreement.
  • · The filing is an amendment to the original Schedule 13D filed on July 29, 2026.
  • · No other person has the right to receive dividends or proceeds from the sale of the Ordinary Shares beneficially owned by the reporting persons, except the Lender upon an event of default.
Evogene Ltd. SC 13D/A negative materiality 9/10

11-09-2026

L.I.A. Pure Capital Ltd. and Invest Pro Shukai Hon Ltd., together with their respective controlling persons Kfir Silberman and Ron Yair Peled, filed Amendment No. 6 to their Schedule 13D on September 11, 2026, disclosing their intention to launch a special tender offer for Evogene Ltd. The offer, if consummated, would result in the group holding at least 25% of Evogene's outstanding voting rights, with an expected offer price of not less than $0.55 per ordinary share. The filing also expresses dissatisfaction with the conduct of Evogene's annual general meeting and reserves rights to challenge the board election resolution.

  • · The filing is Amendment No. 6 to Schedule 13D, with prior amendments filed on July 10, 20, 27, August 7, 13, and 28, 2026.
  • · The reporting persons notified Evogene of their intention to commence a special tender offer under Section 328 of the Israeli Companies Law on September 8, 2026.
  • · The reporting persons allege that Evogene acted in violation of applicable law and internal policies during its annual general meeting and reserve rights to challenge the board election resolution.
  • · The reporting persons demand that Evogene provide the number of outstanding shares as of the most practical date by the next day at 5 pm Israel time.
  • · The reporting persons put Evogene's board and officers on formal notice of fiduciary duties and statutory obligations under Section 330 of the Companies Law in connection with the offer.
Freightos Ltd SC 13D/A mixed materiality 8/10

11-09-2026

Freightos founder and former CEO Zvi Schreiber filed an amended Schedule 13D disclosing a 6.0% stake (3,096,931 ordinary shares) and launching a public campaign (GrowCRGO) to push for strategic and governance changes, including the removal of Chairman Dr. Udo Lange and a shift back to platform-led growth. He has proposed three resolutions for the 2026 AGM and is pressing the board for confirmation, while also disclosing recent open-market sales of 35,000 shares. The filing indicates ongoing shareholder activism and potential strategic alternatives, but no immediate transaction or confirmed board action.

  • · Schreiber served as CEO from 2012 until January 2026 and as a board member until February 2026.
  • · He launched GrowCRGO website on September 9, 2026, to advocate for strategy and board changes.
  • · He gave notice on July 8, 2026, of three resolutions for the 2026 AGM, including removing Chairman Dr. Udo Lange and amending articles for annual director elections.
  • · The board has not yet confirmed inclusion of the resolutions; it intends to consider the request at its next meeting on or before November 4, 2026, with at least 14 days' notice.
  • · Schreiber may engage in discussions with potential acquirers or strategic partners regarding a possible transaction involving Freightos.
  • · He has sole voting and dispositive power over all 3,096,931 shares.
  • · He sold 20,000 shares on 08/17/2026 at $1.60 and 15,000 shares on 07/15/2026 at $1.40.
  • · He disclaims beneficial ownership of 240,000 shares held by charitable donor-advised funds.
Nuburu, Inc. SC 13G/A neutral materiality 5/10

11-09-2026

Avondale Capital, LLC and related entities filed a Schedule 13G/A disclosing beneficial ownership of 925,308 shares of Nuburu, Inc. common stock, representing 9.99% of the 9,262,345 shares outstanding as of August 12, 2026. The ownership is contractually capped at 9.99% under a Certificate of Designations of Series B Preferred Stock, and the filing notes a recent reverse stock-split. The filing certifies the securities were not acquired to change or influence control of the issuer.

  • · The filing is an amendment (Schedule 13G/A) filed under Rule 13d-1(c).
  • · Avondale Capital, LLC has rights under a Certificate of Designations of Series B Preferred Stock to own more shares but is contractually capped at 9.99%.
  • · Streeterville Capital, LLC is the sole member of Avondale; Streeterville Management, LLC is the manager of Streeterville Capital, LLC; John M. Fife is the sole member of Streeterville Management, LLC.
  • · The issuer's common stock has a par value of $0.0001 per share.
  • · The filing certifies the securities were not acquired to change or influence control of the issuer.
Research Alliance Corp III SC 13G neutral materiality 3/10

11-09-2026

Great Point Partners LLC and its affiliates disclosed a 6.49% beneficial ownership stake in Research Alliance Corp III, a pharmaceutical company, as of September 4, 2026. The filing, made on Schedule 13G, indicates passive investment intent and covers 504,891 Class A ordinary shares held through two funds. The stake is valued based on 7,775,000 total shares outstanding per the issuer's latest Form 10-Q.

  • · The filing is made under Rule 13d-1(c), indicating passive investment intent.
  • · Each reporting person disclaims beneficial ownership of the shares except for their pecuniary interest.
  • · The filing date is September 11, 2026, with the ownership date as of September 4, 2026.
Lument Finance Trust, Inc. SC 13D/A neutral materiality 3/10

11-09-2026

AXA S.A. and its subsidiaries (XL Bermuda Ltd and XL Group Investments Ltd) filed Amendment No. 11 to their Schedule 13D for Lument Finance Trust, Inc. (LFT-PA), reporting beneficial ownership of 334,078 shares of common stock, representing 6.4% of outstanding shares. The filing was triggered solely by the company's 1-for-10 reverse stock split effective September 9, 2026, which reduced the share count from an implied ~52.6M to 5,256,400 shares; no shares were bought or sold by the reporting persons in the 60 days before or after the split. The ownership percentage remained unchanged at 6.4%.

  • · The reverse stock split was effective at 5:00 pm Eastern Time on September 9, 2026.
  • · No transactions in common stock were effected by the reporting persons during the past sixty days.
  • · The filing is Amendment No. 11 to the original Schedule 13D filed on April 8, 2013.
  • · AXA S.A. is a holding company for an international group of insurance, banking and related financial service companies.
  • · XL Bermuda Ltd is a wholly owned subsidiary of XL Group Ltd, which is a wholly owned subsidiary of AXA S.A.
USA Rare Earth, Inc. SC 13G neutral materiality 6/10

11-09-2026

A group of entities affiliated with Denham Capital Management, including Serra Verde Rare Earths Ltd. and MVB Investment Holdings LLC, filed a Schedule 13G disclosing beneficial ownership of approximately 12.5% of USA Rare Earth, Inc.'s common stock as of September 3, 2026. The filing indicates passive investment intent, with no aim to change or influence control of the issuer.

  • · The filing is made under Rule 13d-1(c), indicating passive investment intent.
  • · Each reporting person disclaims beneficial ownership except to the extent of their pecuniary interest.
  • · The group's ownership is structured through a chain of entities ultimately controlled by Denham Mining GP LLC.
  • · The filing references a Form S-3 filed by USA Rare Earth, Inc. on September 4, 2026, which reported 375,076,567 shares outstanding.
USA Rare Earth, Inc. SC 13G neutral materiality 5/10

11-09-2026

EMG Fund V SVRE Holdings, LLC and related entities (the Energy & Minerals Group funds and John T. Raymond) filed a Schedule 13G on September 11, 2026, disclosing beneficial ownership of 29,223,081 shares of USA Rare Earth, Inc. common stock, representing 7.8% of the 375,076,567 outstanding shares as of September 3, 2026. The filing is a passive investment disclosure under Rule 13d-1(c), indicating the group does not intend to change or influence control of the issuer.

  • · The filing is a Schedule 13G (passive investor) and not a 13D, confirming no intention to influence control.
  • · All shares are held directly by EMG Fund V SVRE Holdings, LLC; the other reporting persons are upstream entities and Mr. Raymond disclaims beneficial ownership except for pecuniary interest.
  • · USA Rare Earth was formerly known as Inflection Point Acquisition Corp. II until March 22, 2023.
USA Rare Earth, Inc. SC 13D neutral materiality 8/10

11-09-2026

VB (Rare Earths) Ltd and its parent Vision Blue Resources Ltd disclosed a 7.9% beneficial ownership stake in USA Rare Earth, Inc. following the closing of a merger on September 3, 2026, in which they received 29,544,227 shares of common stock as part of the merger consideration. The merger involved the acquisition of SVRE Holdings Ltd by USA Rare Earth for aggregate consideration of $300M in cash and 126,849,307 shares of common stock. The Reporting Persons have entered into a lock-up agreement with transfer restrictions on one-third of their shares for 90 days and another third for 180 days, and have the right to designate one board member as long as they hold at least 5% of outstanding shares.

  • · The merger closed on September 3, 2026, and the Schedule 13D was filed on September 11, 2026.
  • · The Reporting Persons have not effected any transactions in the ordinary shares during the past 60 days.
  • · One-third of the Lock-Up Shares are unrestricted from closing, one-third restricted for 90 days, and one-third restricted for 180 days.
  • · Sir Mick Davis was appointed to the Issuer's Board effective as of the Closing Date pursuant to the Board Appointment Agreement.
  • · The Registration Statement on Form S-3 was filed on September 4, 2026, for the resale of the stock merger consideration.
Gloo Holdings, Inc. SC 13D/A neutral materiality 5/10

11-09-2026

Grace & Mercy Foundation, Inc. filed Amendment No. 5 to its Schedule 13D, disclosing beneficial ownership of 3,423,076 shares of Gloo Holdings, Inc. Class A Common Stock, representing approximately 8.5% of the outstanding Class A shares. No transactions have been effected by the Reporting Person since the prior amendment filed on July 13, 2026, indicating a stable position with no recent buying or selling activity.

  • · No transactions in Class A Common Stock have been effected by the Reporting Person since the filing of Amendment No. 4 on July 13, 2026.
  • · The Issuer had 40,215,326 shares of Class A Common Stock and 51,315,715 shares of Class B Common Stock outstanding as of September 10, 2026.
  • · Each share of Class A Common Stock is entitled to one vote; each share of Class B Common Stock is entitled to ten votes and is convertible into one Class A share.
Unite Acquisition 2 Corp. SC 13G neutral materiality 5/10

11-09-2026

Yusaku Maezawa filed a Schedule 13G with the SEC on September 11, 2026, disclosing beneficial ownership of 485,387 shares of Blue Laser Fusion, Inc. (formerly Unite Acquisition 2 Corp.) common stock, representing 6.14% of the 7,904,099 shares outstanding as of September 4, 2026. The filing indicates a passive investment intent under Rule 13d-1(c), with no aim to change or influence control of the issuer.

  • · The filing is a Schedule 13G (passive investment) rather than a 13D (activist intent).
  • · The issuer changed its name from Unite Acquisition 2 Corp. to Blue Laser Fusion, Inc. on July 19, 2022.
  • · Maezawa's address is in Minato-ku, Tokyo, Japan.
  • · The filing was made under Rule 13d-1(c), indicating the securities were not acquired to influence control.
INNOVATIVE FOOD HOLDINGS INC SC 13G/A neutral materiality 3/10

11-09-2026

Intelligent Fanatics Capital Management LLC and related parties (Ian Cassel, IFCM MicroCap Fund LP) filed a Schedule 13G/A disclosing beneficial ownership of 2,690,153 common shares of INNOVATIVE FOOD HOLDINGS INC (IVFH), representing 4.9% of the outstanding shares. The filing indicates no change in ownership from the prior filing, with the stake remaining below the 5% threshold.

  • · The filing is an amendment (Schedule 13G/A) filed on September 11, 2026, with a date of change of September 10, 2026.
  • · The shares are held directly by IFCM MicroCap Fund LP and other discretionary investment clients of Intelligent Fanatics Capital Management LLC.
  • · Ian Cassel is the sole managing member of IFCM and disclaims beneficial ownership of shares held by the Fund and other clients, except for his limited and general partnership interest.
  • · The filing is made pursuant to Rule 13d-1(c), indicating the filer is a passive investor not seeking to influence control.
  • · The stake remains at 4.9%, just below the 5% threshold that would trigger additional disclosure requirements.
Nautilus Biotechnology, Inc. SC 13D/A negative materiality 8/10

11-09-2026

Andreessen Horowitz (a16z) funds, including AH Bio Fund II and AH LSV Fund II, sold a total of 1,395,763 shares of Nautilus Biotechnology common stock between August 31 and September 9, 2026, at prices ranging from $0.90 to $1.085 per share. As a result, the Reporting Persons ceased to be beneficial owners of more than 5% of the company's common stock as of September 9, 2026, reducing their aggregate stake to 4.9% (6,263,235 shares). The sales reflect a significant reduction in a16z's position, though they remain the largest disclosed shareholder group.

  • · The Reporting Persons ceased to be beneficial owners of more than 5% of Nautilus common stock on September 9, 2026.
  • · The sales were executed as open market transactions over seven trading days.
  • · The highest sale price was $1.085 per share on September 9, 2026; the lowest was $0.90 per share on September 3 and 4, 2026.
  • · AH Bio Fund II sold 1,312,503 shares in total; AH LSV Fund II sold 109,260 shares in total.
  • · The filing is an amendment to the original Schedule 13D filed June 30, 2021, and was the fourth amendment.
Senti Biosciences, Inc. SC 13D/A neutral materiality 8/10

11-09-2026

Celadon Partners SPV 24 and its affiliates disclosed beneficial ownership of 25,748,890 shares of Senti Biosciences Holdings, Inc. (SNTI), representing 54.6% of the outstanding common stock, as of September 3, 2026. This includes 15,971,890 shares issuable upon exchange of Initial Notes, subject to stockholder approval. Additionally, on September 3, 2026, Senti entered into an equity commitment letter with an affiliate of Celadon Partners for a $2.5 million investment at the Nasdaq Minimum Price, with proceeds intended to support the company's business post-merger. The filing also notes that Senti must retain at least $600,000 in cash post-closing and submit a Nasdaq compliance plan to maintain its listing.

  • · The equity commitment is subject to conditions including the substantially contemporaneous closing of the Merger, Nasdaq compliance plan submission, and Senti retaining at least $600,000 in cash post-closing.
  • · The per share price for the equity commitment is the 'Minimum Price' as defined in Nasdaq Listing Rule 5635(d).
  • · The filing amends a Schedule 13D originally filed on March 13, 2025, and this is Amendment No. 6.
  • · The filing was signed on September 11, 2026, by John Cullinane on behalf of all reporting persons.
Greenidge Generation Holdings Inc. SC 13G neutral materiality 5/10

11-09-2026

BRC Group Holdings, Inc., B. Riley Securities, Inc., and Bryant Riley filed a Schedule 13G disclosing beneficial ownership of 2,339,181 shares of Class A Common Stock of Vulcan Infrastructure & Power Inc. (formerly Greenidge Generation Holdings Inc.), representing 7.1% of the 32,842,698 shares outstanding as of August 12, 2026. The filing indicates a passive investment intent under Rule 13d-1(c), with no aim to change or influence control of the issuer.

  • · The filing is made pursuant to Rule 13d-1(c), indicating a passive investment.
  • · Each reporting person disclaims beneficial ownership except for their pecuniary interest.
  • · B. Riley Securities, Inc. directly holds the shares; BRC Group Holdings and Bryant Riley may be deemed to hold them through control relationships.
  • · The subject company changed its name from Greenidge Generation Holdings Inc. to Vulcan Infrastructure & Power Inc. on February 8, 2021.
  • · The filing includes a Joint Filing Agreement among the reporting persons.
Rent the Runway, Inc. SC 13D/A mixed materiality 8/10

11-09-2026

Rent the Runway, Inc. disclosed that a group of investors including S3 RR Aggregator, LLC, STORY3 Capital Partners, LLC, Rising Sons Capital, LLC, and Peter Comisar collectively hold 12.7% of Class A Common Stock. Concurrently, the company announced a $15 million rights offering, backstopped by the same investor group, and entered into a $10 million incremental term loan facility amendment. The filing also notes that CHS US Investments holds 59.2% of the outstanding shares, and together with the reporting persons and Nexus, beneficial ownership totals approximately 84.5% of the Class A Common Stock.

  • · The reporting persons have not effected any transactions in the Class A Common Stock in the past 60 days.
  • · The rights offering backstop purchase price is the greater of $3.55 or the volume-weighted average price for the 15-day period through the record date.
  • · The Third Amendment to the Credit Agreement was entered into on September 1, 2026.
  • · The rights offering was announced on September 11, 2026.
Rent the Runway, Inc. SC 13D/A mixed materiality 8/10

11-09-2026

CHS US Investments LLC disclosed a 59.2% beneficial ownership stake in Rent the Runway, Inc. via an amended Schedule 13D/A filed September 11, 2026. Concurrently, the investor group entered into a $10 million incremental term loan amendment and a backstop agreement for a $15 million rights offering, with a minimum purchase price of $3.55 per share. The filing also notes that combined with Nexus and Story3, the group holds approximately 84.5% of Class A common stock, though it disclaims group membership with those entities.

  • · No transactions in Class A Common Stock were effected by the Reporting Persons in the past 60 days.
  • · The Rights Offering Backstop Agreement purchase price is the greater of $3.55 (15-day VWAP ending two trading days before the agreement date) or the VWAP through the record date.
  • · The Third Amendment was entered into on September 1, 2026, and the Rights Offering Backstop Agreement on September 11, 2026.
Rent the Runway, Inc. SC 13D/A mixed materiality 8/10

11-09-2026

Nexus Capital Management and related entities filed an amended Schedule 13D disclosing a backstop agreement for Rent the Runway's $15M rights offering. The filing shows beneficial ownership of 4,274,394 shares (12.7%), with major shareholders Story3 (12.7%) and CHS US Investments (59.2%) collectively owning approximately 84.5% of Class A Common Stock. Concurrently, a $10M incremental term loan facility was established under a Third Amendment to the credit agreement, providing additional liquidity. However, the filing notes no transactions by the reporting persons in the past 60 days, indicating a period of relative inactivity despite the capital structure changes.

American Homes 4 Rent SC 13D neutral materiality 2/10

11-09-2026

This Schedule 13D filing reports that Tamara Hughes Gustavson, a board trustee of American Homes 4 Rent (AMH), continues to report her beneficial ownership individually after she and B. Wayne Hughes ceased being a Section 13(d)(3) group on September 11, 2026. As of June 30, 2026, Ms. Gustavson beneficially owns 21,470,284 Class A common shares, representing approximately 5.98% of outstanding shares, with no changes in her holdings in the prior 60 days. The filing is purely administrative; there are no pending acquisitions, dispositions, or corporate actions proposed by the reporting person.

  • · Ms. Gustavson's holdings include 9,415,345 Shares held directly (including 5,421 restricted share units), 11,621,725 Shares held by the Tamara H. Gustavson Revocable Trust, 158,780 Shares held via an IRA custodian, 100 Shares held by her husband, and 274,334 Shares held by THG AT, LLC.
  • · No transactions were effected in the shares during the past 60 days.
  • · The filing does not result from any particular acquisition or disposition of securities; it is a continuation of reporting obligations after the cessation of group status.
American Homes 4 Rent SC 13D/A neutral materiality 5/10

11-09-2026

American Homes 4 Rent (AMH-PG) filed Amendment No. 5 to Schedule 13D, disclosing that the Estate of B. Wayne Hughes has distributed all its shares to beneficiaries and no longer beneficially owns any shares. As a result, the reporting persons no longer constitute a group under Section 13(d)(3). Tamara Hughes Gustavson, as executor, now separately reports beneficial ownership of 21,470,284 shares, representing approximately 5.98% of the 359,179,944 Class A common shares outstanding as of July 29, 2026. This filing reflects a reduction in aggregate ownership from the prior group, with the Estate's stake dropping to 0%.

  • · The Estate of B. Wayne Hughes distributed all previously held shares to beneficiaries and no longer owns any shares (0%).
  • · Tamara Hughes Gustavson's 21,470,284 shares include 5,421 restricted share units and shares held indirectly and by spouse.
  • · The reporting persons no longer constitute a 'group' under Section 13(d)(3) of the Exchange Act.
  • · No transactions in the shares were effected during the past sixty days.
  • · The Estate ceased to be a beneficial owner of more than 5% of Class A common shares outstanding on or before September 11, 2026.
Dell Technologies Inc. SC 13D/A neutral materiality 5/10

11-09-2026

Silver Lake Group and its affiliated entities filed Amendment No. 15 to their Schedule 13D, reporting aggregate beneficial ownership of 42,809,317 shares of Dell Technologies Class C Common Stock as of September 9, 2026, representing approximately 6.7% of total outstanding common stock and 12.1% of combined voting power. During the 60-day period ending September 9, 2026, the Reporting Persons converted 1,156,821 shares of Class B Common Stock into Class C Common Stock and sold 810,000 shares of Class C Common Stock, while also distributing 233,098 shares to equity holders. The filing reflects a reduction in Silver Lake's overall stake compared to prior filings, as the group continues to monetize its position.

  • · The Reporting Persons converted 1,156,821 shares of Class B Common Stock into Class C Common Stock on September 3, 4, 8, and 9, 2026.
  • · On September 8, 2026, distributions of 233,098 shares of Class C Common Stock were made to equity holders: SL SPV-2 distributed 97,315 shares, SLP IV distributed 85,520 shares, and SLP V distributed 50,263 shares.
  • · The 42,809,317 shares beneficially owned include 116,285 shares held directly, 214,632 shares held on behalf of employees/managing members (voting power only), and 42,478,400 shares of Class B Common Stock convertible one-for-one into Class C Common Stock.
  • · As of September 9, 2026, total outstanding common stock comprised 276,744,341 shares of Class A Common Stock, 42,478,400 shares of Class B Common Stock, and 316,590,009 shares of Class C Common Stock.
UNIVERSAL ELECTRONICS INC SC 13D/A negative materiality 6/10

11-09-2026

Toro 18 Holdings LLC and related parties (Immersion Corp, William C. Martin, and Eric Singer) filed an amended Schedule 13D with the SEC, disclosing aggregate beneficial ownership of 1,101,832 shares (8.6%) of Universal Electronics Inc. However, since the prior filing, the group has sold a total of 242,815 shares in open market transactions between August 17 and September 11, 2026, with sale prices ranging from approximately $4.55 to $5.57 per share, indicating a significant reduction in their position.

  • · Toro 18 sold 43,596 shares on Aug 17 at weighted avg $5.2480; 15,000 on Aug 18 at $4.9463; 8,300 on Aug 19 at $4.8289; 42,019 on Sep 2 at $4.6144; 3,900 on Sep 3 at $4.5532; 24,459 on Sep 10 at $4.6649; and 105,541 on Sep 11 at $4.6302.
  • · Prior to the sales, Toro 18 had entered into the position via open market purchases with working capital (including potential margin loans).
  • · Eric Singer directly owns 80,984 shares: 32,094 awarded for board service and 48,890 purchased on the open market.
  • · All reporting persons disclaim beneficial ownership of shares they do not directly own.
ORTHOPEDIATRICS CORP SC 13D/A mixed materiality 7/10

11-09-2026

Squadron Capital LLC and related parties disclosed a 23.8% beneficial ownership stake in OrthoPediatrics Corp. as of September 10, 2026, based on 26,109,788 shares outstanding. However, the filing also reveals that Squadron Capital sold 324,869 shares in early September 2026 (22,500 shares at $23.35 on September 2 and 302,369 shares at $21.01 on September 10), reducing its direct holdings to 6,201,764 shares. The sales were attributed to a need for capital for other portfolio businesses, indicating a partial reduction in exposure despite the still-significant stake.

  • · Squadron Capital LLC sold 324,869 shares in two tranches: 22,500 shares at $23.35 on September 2, 2026 and 302,369 shares at $21.01 on September 10, 2026.
  • · The sales were undertaken to provide additional capital for Squadron Capital's other portfolio businesses.
  • · David R. Pelizzon directly holds 44,384 shares, including 17,959 restricted shares that he can vote but cannot transfer until vesting.
  • · Jennifer N. Pritzker is deemed to beneficially own an additional 3,807 shares through entities and her spouse (500 from Pritzker Military Museum and Library, 1,300 from Tawani Foundation, 1,300 from Pritzker Military Foundation, and 707 from her spouse).
  • · Squadron Capital Holdings LLC is the controlling member of Squadron Capital LLC and may be deemed to beneficially own the same 6,201,764 shares.
Barinthus Biotherapeutics plc. SC 13G/A negative materiality 6/10

11-09-2026

Oxford Science Enterprises plc filed an amended Schedule 13G with the SEC on September 11, 2026, reporting that it no longer holds any beneficial ownership in Barinthus Biotherapeutics plc. The filing indicates Oxford Science Enterprises plc has disposed of its entire stake in the company, with 0 shares and 0% ownership as of September 9, 2026.

  • · Oxford Science Enterprises plc previously held a stake in Barinthus Biotherapeutics but has fully exited its position.
  • · The filing is an amendment (SCHEDULE 13G/A) to a previous beneficial ownership report.
  • · The filing date is September 11, 2026, with the date of change being September 9, 2026.
AMG BBH Asset-Backed Credit Fund, LLC SC 13D/A neutral materiality 5/10

11-09-2026

Brown Brothers Harriman & Co. and its affiliate Brown Brothers Harriman Credit Partners, LLC filed an amended Schedule 13D on September 11, 2026, disclosing aggregate beneficial ownership of 2,817,812.83 Class S Units (64.64%) in AMG BBH Asset-Backed Credit Fund, LLC. The filing reports recent purchases of 84,519.57 units at $11.24/unit on September 8 and 64,000 units at $11.25/unit on September 9, 2026, using working capital and client account funds.

  • · The fund was formerly named AMG BBH Asset-Backed Fund, LLC and changed its name on November 19, 2025.
  • · The filing is an amendment to the original Schedule 13D filed on July 14, 2026.
  • · No transactions in the issuer's securities were reported during the 60 days prior to this filing other than those listed in Exhibit 99.2.
  • · The purchases were made using working capital and funds of client accounts.
Three Lions Acquisition Corp. SC 13D neutral materiality 5/10

11-09-2026

Three Lions Sponsor, LLC filed a Schedule 13D disclosing beneficial ownership of 3,158,333 ordinary shares (21.9%) of Three Lions Acquisition Corp. as of September 10, 2026. The Sponsor acquired founder shares for $25,000 in March 2026, later increased via a share split, and purchased 200,000 private placement units for $2,000,000 in connection with the IPO on September 2, 2026. The filing indicates no current plans for extraordinary corporate transactions, changes in board or management, or other major actions, and the Sponsor's shares are subject to lock-up and escrow agreements.

  • · Sponsor has sole voting and dispositive power over all 3,158,333 shares.
  • · No transactions in ordinary shares were effected by the reporting person in the 60 days prior to the filing date other than those disclosed.
  • · The Sponsor is party to a Private Placement Unit Purchase Agreement, Registration Rights Agreement, Letter Agreement, and Share Escrow Agreement, all dated August 31, 2026.
  • · Private placement units and underlying securities are subject to a lock-up until after the initial business combination.
  • · Founder Shares held prior to IPO are subject to escrow until six months after the initial business combination.
Ming Shing Group Holdings Ltd SC 13D/A negative materiality 6/10

11-09-2026

Director Chi Ming Lam sold 270,000 Class A Ordinary Shares of PMA Graphene Technology Group Inc. (formerly Ming Shing Group Holdings Ltd) on the open market between September 9 and 11, 2026, reducing his beneficial ownership to 7,824,865 Ordinary Shares (4.8% of total outstanding). As a result, Mr. Lam has fallen below the 5% beneficial ownership threshold, triggering this final amendment to his Schedule 13D. The filing also notes that 5,400,000 Class B Ordinary Shares remain pledged as collateral, with Mr. Lam retaining voting and dividend rights on those shares absent an enforcement event.

  • · Mr. Lam's beneficial ownership has declined from 11,250,000 Ordinary Shares (November 21, 2024) to 7,824,865 (September 11, 2026), a reduction of approximately 30.4%.
  • · The 5,400,000 pledged Class B Ordinary Shares have remained pledged since at least Amendment No. 5 (December 2, 2025).
  • · Mr. Lam retains voting and dividend rights on the pledged shares unless an enforcement event occurs.
  • · The lock-up period from the IPO (Registration Statement on Form F-1) expired 6 months after the IPO, allowing these open-market sales.
  • · This is the final amendment to the Schedule 13D unless Mr. Lam's ownership again exceeds 5%.
Carlyle Tactical Private Credit Fund SC 13G/A neutral materiality 4/10

11-09-2026

Thrivent Financial for Lutherans disclosed a 7.2% beneficial ownership stake in Carlyle Tactical Private Credit Fund via an amended Schedule 13G filing on September 11, 2026. The filing indicates Thrivent holds 3,040,000 mandatory redeemable preferred shares with sole voting and dispositive power. This is a routine passive stake disclosure under Rule 13d-1(b) and does not indicate any active control intent.

  • · Filed as an amendment to Schedule 13G, indicating a change from a prior filing, though no prior stake was disclosed in this document.
  • · Thrivent Financial has sole voting power over all 3,040,000 shares and sole dispositive power over the same.
  • · The securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control.
TRANSACT TECHNOLOGIES INC SC 13D/A mixed materiality 8/10

11-09-2026

Charles M. Gillman, through IDWR Office, disclosed a 5.1% stake in TransAct Technologies Inc (TACT) and is publicly urging the company to sell both its slot-machine printer business and BOHA! restaurant technology software business, effectively calling for a full sale of the company. Gillman also demands that Daniel Friedberg be made board chairman and that multiple new directors be added to explore strategic alternatives for the BOHA! business, which he believes faces unique and complicated challenges. While Gillman's campaign highlights a strong environment for micro-cap activism and reduced proxy contest costs due to AI, the company's market cap is only $53M, and no specific transactions by Gillman in the past 60 days were reported.

  • · Gillman has not purchased or sold any shares in the past 60 days.
  • · Gillman believes shareholders holding a majority of voting rights can call a special meeting to elect additional board members.
  • · IDWR Office is a single-family office with no external investors, using activism as one of three investment strategies.
  • · Gillman typically targets companies with market caps of $200M or less; TransAct's market cap is $53M.
  • · Gillman's sourcing process relies on referrals from shareholders, not AI.
  • · The proportion of activist campaigns targeting companies below $500M market cap reached 40.8% in 2026, the highest since 2020.
TENAX THERAPEUTICS, INC. SC 13G/A negative materiality 3/10

11-09-2026

ING Groep N.V. and its subsidiary ING Capital Markets LLC filed an amended Schedule 13G with the SEC on September 11, 2026, disclosing that as of that date, they beneficially owned zero shares of Tenax Therapeutics, Inc. common stock. This represents a complete exit from their previous position, as the filing indicates no beneficial ownership of any percentage of the 37,423,917 shares outstanding as of July 28, 2026.

  • · The filing is an amendment (Schedule 13G/A) filed under Rule 13d-1(c).
  • · The reporting persons certify the securities were not acquired or held to change or influence control of the issuer.
  • · The filing includes a joint filing agreement among the reporting persons.
CALAMOS STRATEGIC TOTAL RETURN FUND SC 13G neutral materiality 3/10

11-09-2026

Equitable Holdings, Inc. disclosed beneficial ownership of 1,200,000 Series H Mandatory Redeemable Preferred Shares of Calamos Strategic Total Return Fund (CSQ), representing 19.87% of the class, in a Schedule 13G filing dated September 11, 2026. The shares are held in the ordinary course of business and not for control purposes. This is a passive ownership disclosure with no change in control.

  • · Equitable Holdings, Inc. is a Delaware corporation, formerly known as AXA Equitable Holdings, Inc. (name change effective November 7, 2017).
  • · The filing is made under Rule 13d-1(b), indicating passive investment intent.
  • · The securities were acquired and are held in the ordinary course of business, not with the purpose of changing or influencing control of the issuer.
  • · The filing date is September 11, 2026, with the event date of beneficial ownership as of August 31, 2026.

Get daily alerts with 12 investment signals, 10 risk alerts, 9 opportunities and full AI analysis of all 36 filings

$30/mo after a 14-day free trial — no credit card required. See pricing or explore intelligence streams.

More from: US Activist Hedge Fund Institutional SEC 13D 13G

🇺🇸 More from United States

View all →