Schuler Amends Stake in Aspira Women's Health

TL;DR

Schuler updated his Aspira Women's Health stake filing. Check his latest moves.

AI Summary

Jack W. Schuler has amended his Schedule 13D filing regarding Aspira Women's Health Inc. The amendment, filed on June 18, 2024, indicates a change in the beneficial ownership of the company's common stock. Schuler's address is listed as PO Box 531, Lake Bluff, IL 60044, with a contact phone number of (520) 906-2991.

Why It Matters

This filing update from a significant shareholder like Jack W. Schuler can signal changes in his investment strategy or confidence in Aspira Women's Health, potentially influencing market perception and stock price.

Risk Assessment

Risk Level: medium — Amendments to 13D filings can indicate shifts in significant shareholder positions, which may lead to increased volatility or strategic changes for the company.

Key Players & Entities

• Jack W. Schuler (person) — Filing party and beneficial owner
• Aspira Women's Health Inc. (company) — Subject company
• 0000908834-24-000172 (filing_id) — Accession number for the filing
• 20240618 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie
• $3.50 — 28,500 Shares, for a purchase price of $3.50 per Share and accompanying January 2024
• $99,750 — lting in an aggregate purchase price of $99,750. The Trust acquired such Shares from th
• $4.13 — e 28,500 Shares at an exercise price of $4.13 per Share, subject to standard adjustme

Filing Documents

• awh_13da.htm (SC 13D/A) — 69KB
• 0000908834-24-000172.txt ( ) — 71KB

. Identity and Background

Item 2 . Identity and Background This Amendment hereby amends and restates Item 2(b) of the Prior Schedule 13D in its entirety as follows: "The address of the principal business office of each of the Reporting Persons is PO Box 531, Lake Bluff, IL 60044."

. Source and Amount of Funds or Other Consideration

Item 3 . Source and Amount of Funds or Other Consideration This Amendment hereby amends and supplements Item 3 of the Prior Schedule 13D by adding the following thereto: "The disclosure set forth in Item 5 below is incorporated by reference in this Item 3. All purchases of Issuer securities by the Trust have been funded from its available investment capital."

. Purpose of Transaction

Item 4 . Purpose of Transaction This Amendment hereby amends and supplements Item 4 of the Prior Schedule 13D by adding the following thereto: "The disclosure set forth in Items 5 and 6 below is hereby incorporated by reference in this Item 4. On January 26, 2024, the Trust purchased from the Issuer 28,500 Shares and January 2024 Warrants to purchase 28,500 Shares, in each case pursuant to the January 2024 Purchase Agreement (as defined and further described in Item 6 below)."

. Interest in Securities of the Issuer

Item 5 . Interest in Securities of the Issuer This Amendment hereby amends and restates Item 5 of the Prior Schedule 13D in its entirety as follows: " Mr. Schuler (a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for Mr. Schuler is incorporated herein by reference. The percentage amount set forth in Row 13 for all cover pages filed herewith is calculated based upon the 12,449,512 Shares outstanding as of May 10, 2024, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on May 15, 2024. (c) None. (d) The Trust has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, the Shares held by it and the Shares that it has the right to acquire upon the exercise of Warrants. Mr. Schuler is the sole trustee of the Trust. (e) Not applicable. The Trust (a),(b) The information set forth in Rows 7 through 13 of the cover page hereto for the Trust is incorporated herein by reference. (c) On January 26, 2024, the Trust purchased from the Issuer 28,500 Shares and accompanying January 2024 Warrants to purchase 28,500 Shares, for a purchase price of $3.50 per Share and accompanying January 2024 Warrant, resulting in an aggregate purchase price of $99,750. The Trust acquired such Shares from the Issuer in a registered direct offering and acquired such January 2024 Warrants from the Issuer in a concurrent private placement. Other than the foregoing, the Trust has not effected any transactions in the Shares during the 60 days prior to the date hereof. (d) The Trust has the power to direct the receipt of dividends relating to, or the disposition of the proceeds of the sale of, the Shares held by it and the Shares that it has the right to acquire upon the exercise of Warrants. Mr. Schuler is the sole trustee of the Trust. (e) Not applicable. As of the date hereof, Mr. Schuler may be deemed to beneficially own, in the aggregate, 1,91

. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6 . Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer This Amendment hereby amends and supplements Item 6 of the Prior Schedule 13D by adding the following thereto: "The disclosure set forth in Items 4 and 5 above is hereby incorporated by reference in this Item 6. January 2024 Purchase Agreement On January 26, 2024, the Trust purchased from the Issuer 28,500 Shares in a registered direct offering and the January 2024 Warrants in a concurrent private placement. Such purchases were effected pursuant to a Securities Purchase Agreement, dated as of January 24, 2024 (the " January 2024 Purchase Agreement "), among the Issuer, the Trust, and the other purchasers party thereto. The January 2024 Purchase Agreement contained customary terms and conditions. The foregoing description of the January 2024 Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the form thereof filed by the Issuer as Exhibit 10.1 to the Issuer's Form 8-K/A filed with the SEC on January 26, 2024, which exhibit is hereby incorporated herein by reference. January 2024 Warrants In a concurrent private placement effected pursuant to the January 2024 Purchase Agreement, on January 26, 2024 the Issuer issued to the Trust January 2024 Warrants entitling the holder thereof to purchase 28,500 Shares at an exercise price of $4.13 per Share, subject to standard adjustments as set forth therein. The January 2024 Warrants are exercisable pursuant to the terms thereof beginning July 26, 2024 and expire five years from such date. The foregoing description of the January 2024 Warrants does not purport to be complete and is qualified in its entirety by reference to the form thereof filed by the Issuer as Exhibit 4.2 to the Issuer's Form 8-K/A filed with the SEC on January 26, 2024, which exhibit is hereby incorporated herein by reference. 2022 Warrant Amendment On January 26, 2024, the Issuer and the Trust

. Materials to be Filed as Exhibits

Item 7 . Materials to be Filed as Exhibits This Amendment hereby amends and supplements Item 7 of the Prior Schedule 13D by adding the following thereto: "There is filed herewith as Exhibit 11 the Form of Securities Purchase Agreement, dated as of January 24, 2024, incorporated by reference to the copy thereof filed as Exhibit 10.1 to the Issuer's Form 8-K/A filed with the SEC on January 26, 2024. There is filed herewith as Exhibit 12 the Form of Common Stock Purchase Warrant, incorporated by reference to the copy thereof filed as Exhibit 4.2 to the Issuer's Form 8-K/A filed with the SEC on January 26, 2024. There is filed herewith as Exhibit 13 the Form of Warrant Amendment to Common Stock Purchase Warrant, incorporated by reference to the copy thereof filed as Exhibit 4.3 to the Issuer's Form 8-K/A filed with the SEC on January 26, 2024." Page 5 of 7 Pages

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: June 18, 2024 /s/ Jack W. Schuler Jack W. Schuler Jack W. Schuler Living Trust /s/ Jack W. Schuler By Jack W. Schuler, Sole Trustee Page 6 of 7 Pages EXHIBIT INDEX 1. Joint Acquisition Statement Pursuant to Section 240.13d-1(k), dated July 25, 2023***** 2. Securities Purchase Agreement, dated as of May 8, 2013, by and among the Issuer, Jack W. Schuler and the other purchasers named therein* 3. Stockholders Agreement, dated as of May 13, 2013, by and among the Issuer, Jack W. Schuler and the other purchasers named therein* 4. Form of 2013 Common Stock Warrant* 5. Securities Purchase Agreement (incorporated by reference to Exhibit 99.1 to the Issuer's Form 8-K filed with the SEC on December 24, 2014)** 6. Form of 2014 Common Stock Warrant (incorporated by reference to Exhibit 4.1 to the Issuer's Form 8-K filed with the SEC on December 24, 2014)** 7. Securities Purchase Agreement, dated February 13, 2017, by and among the Issuer and the investors named therein (incorporated by reference to Exhibit 99.1 to the Issuer's Form 8-K filed with the SEC on February 17, 2017)*** 8. Form of 2017 Common Stock Warrant (incorporated by reference to Exhibit A to the Securities Purchase Agreement filed as Exhibit 7 to this Schedule 13D)*** 9. Form of Letter Agreement, by and between the Issuer, the Trust and the other investors named therein (incorporated by reference to Exhibit 4.1 to the Issuer's Form 8-K filed with the SEC on August 28, 2017)**** 10. Securities Purchase Agreement, dated July 20, 2023***** 11. Form of Securities Purchase Agreement, dated as of January 24, 2024 12. Form of 2024 Common Stock Purchase Warrant 13. Form of Warrant Amendment to 2022 Common Stock Purchase Warrant *Filed as an Exhibit to the Schedule 13D filed on May 23, 2013 **F

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