Wolf Amends Scorpius Holdings Stake
Ticker: SCPX · Form: SC 13D/A · Filed: May 21, 2024 · CIK: 1476963
| Field | Detail |
|---|---|
| Company | Scorpius Holdings, Inc. (SCPX) |
| Form Type | SC 13D/A |
| Filed Date | May 21, 2024 |
| Risk Level | medium |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.0002, $2,250,000, $0, $0.10, $0.12 |
| Sentiment | neutral |
Sentiment: neutral
Topics: ownership-change, sec-filing, schedule-13d
TL;DR
Wolf updated his 13D on Scorpius Holdings. Watch for potential moves.
AI Summary
On May 16, 2024, Jeffrey Alan Wolf, through Orion Holdings V, LLC and Seed-One IV, LLC, filed an amendment (Amendment No. 11) to their Schedule 13D for Scorpius Holdings, Inc. This filing indicates a change in beneficial ownership of the company's common stock. The filing was made in connection with the company formerly known as NightHawk Biosciences, Inc. and HEAT BIOLOGICS, INC.
Why It Matters
This filing signals a potential shift in control or strategy for Scorpius Holdings, Inc., as a significant stakeholder has updated their beneficial ownership information.
Risk Assessment
Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, which can introduce volatility.
Key Players & Entities
- Jeffrey Alan Wolf (person) — Filing party and beneficial owner
- Orion Holdings V, LLC (company) — Filing entity and beneficial owner
- Seed-One IV, LLC (company) — Filing entity and beneficial owner
- Scorpius Holdings, Inc. (company) — Subject company
- NightHawk Biosciences, Inc. (company) — Former company name
- HEAT BIOLOGICS, INC. (company) — Former company name
FAQ
What specific changes in beneficial ownership are detailed in this Amendment No. 11?
The filing does not specify the exact percentage or number of shares changed in this amendment, only that it is an amendment to the Schedule 13D.
What is the primary purpose of filing a Schedule 13D/A?
A Schedule 13D/A is filed to report changes in beneficial ownership of a company's securities by an investor or group holding more than 5% of the voting shares.
When was the event that required this filing?
The date of the event which required this filing was May 16, 2024.
What were the previous names of Scorpius Holdings, Inc.?
Scorpius Holdings, Inc. was formerly known as NightHawk Biosciences, Inc. (name change effective May 2, 2022) and prior to that, HEAT BIOLOGICS, INC. (name change effective November 17, 2009).
Who is authorized to receive notices and communications regarding this filing?
Mr. Jeffrey Wolf, Orion Holdings V, LLC, and Seed-One IV, LLC, c/o Scorpius Holdings, Inc. at 627 Davis Drive, Morrisville, North Carolina 27560 are authorized to receive notices.
Filing Stats: 2,432 words · 10 min read · ~8 pages · Grade level 10.8 · Accepted 2024-05-21 17:25:39
Key Financial Figures
- $0.0002 — e of Issuer ) Common Stock, Par Value $0.0002 Per Share ( Title of Class of Securit
- $2,250,000 — Note”) in the principal amount of $2,250,000 with a maturity date of September 1, 20
- $0 — of the holder, at a conversion price of $0.11, only if stockholder approval of the
- $0.10 — y 2024 Offering for a purchase price of $0.10 per Unit. Each Unit consisted of (i) on
- $0.12 — of Common Stock at an exercise price of $0.12 per share (120% of the offering price p
Filing Documents
- wolf_scd13da.htm (SC 13D/A) — 132KB
- 0001553350-24-000033.txt ( ) — 133KB
From the Filing
SC 13D/A 1 wolf_scd13da.htm SCHEDULE 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* SCORPIUS HOLDINGS, INC. ( Name of Issuer ) Common Stock, Par Value $0.0002 Per Share ( Title of Class of Securities ) 42237K 409 ( CUSIP Number ) Mr. Jeffrey Wolf Orion Holdings V, LLC Seed-One IV, LLC c/o Scoripus Holdings, Inc. 627 Davis Drive Morrisville, North Carolina 27560 ( Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications ) May 16, 2024 ( Date of Event which Requires Filing of this Statement ) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 42237K 409 13D Page 2 of 9 Pages (1) NAME OF REPORTING PERSON Jeffrey Wolf (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) (3) SEC USE ONLY (4) SOURCE OF FUNDS Not applicable (5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) Not Applicable (6) CITIZENSHIP OR PLACE OF ORGANIZATION United NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH (7) SOLE VOTING POWER 6,604,922 (8) SHARED VOTING POWER 21,256 (9) SOLE DISPOSITIVE POWER 6,604,922 (10) SHARED DISPOSITIVE POWER 21,256 (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON 6,636,178 (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.6% (14) TYPE OF REPORTING PERSON IN CUSIP No. 42237K 409 13D Page 3 of 9 Pages (1) NAME OF REPORTING PERSON Orion Holdings V, LLC (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) (3) SEC USE ONLY (4) SOURCE OF FUNDS Not applicable (5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) Not Applicable (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH (7) SOLE VOTING POWER 0 (8) SHARED VOTING POWER 11,025 (9) SOLE DISPOSITIVE POWER 0 (10) SHARED DISPOSITIVE POWER 11,025 (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON 11,025 (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1.0% (14) TYPE OF REPORTING PERSON OO (Limited Liability Company) CUSIP No. 42237K 409 13D Page 4 of 9 Pages (1) NAME OF REPORTING PERSON Seed-One Holdings VI, LLC (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) (3) SEC USE ONLY (4) SOURCE OF FUNDS Not applicable (5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) Not Applicable (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH (7) SOLE VOTING POWER 0 (8) SHARED VOTING POWER 10,231 (9) SOLE DISPOSITIVE POWER 0 (10) SHARED DISPOSITIVE POWER 10,231 (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON 10,231 (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1.0% (14) TYPE OF REPORTING PERSON OO (Limited Liability Company) CUSIP No. 42237K 409 13D Page 5 of 9 Pages (1) NAME OF REPORTING PERSON Elusys Holdings Inc. (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) (3) SEC USE ONLY (4) SOURCE OF FUNDS Not applicable (5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) Not Applicable (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH (7) SOLE VOTING POWER 0 (1) (8) SHARED VOTING POWER 0 (9) SOLE DISPOSITIVE POWER 0 (10) SHARED DISPOSITIVE P