SCHEDULE: Ayrton Capital, Alto Fund Report 9.99% Stake in Origin Materials

Ayrton Capital LLC, Alto Opportunity Master Fund, and Waqas Khatri have reported a 9.99% beneficial ownership stake in Origin Materials, Inc. through convertible notes.

Summary

• Ayrton Capital LLC, Alto Opportunity Master Fund, SPC Segregated Master Portfolio B, and Waqas Khatri (collectively, the "Reporting Persons") have filed a Schedule 13G.
• The Reporting Persons beneficially own 16,992,123 shares of Common Stock of Origin Materials, Inc.
• This ownership represents 9.99% of the class of Common Stock.
• The shares are issuable upon the conversion of certain convertible notes held by the Reporting Persons.
• The issuable shares are subject to a 9.99% beneficial ownership blocker.
• The percentage of class is calculated based on 152,963,100 shares outstanding as of December 22, 2025, plus the 16,992,123 shares issuable to the Reporting Persons.
• The Reporting Persons hold sole voting and sole dispositive power over these 16,992,123 shares.
• The securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of the issuer, except for activities solely in connection with a nomination under Rule 14a-11.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development. A significant institutional stake, even if passive, signals investor confidence in Origin Materials, Inc. and its future potential, which is generally favorable.

Positives

• A significant institutional investor group, including Ayrton Capital and Alto Opportunity Master Fund, has taken a substantial 9.99% stake in Origin Materials, indicating confidence in the company's future.
• The investment is structured through convertible notes, which can provide a stable financing mechanism for the company while offering potential upside for the investors.

Negatives

• The beneficial ownership is capped at 9.99% due to a blocker, which limits the immediate influence or control the Reporting Persons can exert over the company, potentially restricting their ability to drive significant strategic changes if desired.

Risks

• The value of the beneficial ownership is tied to the conversion of convertible notes, meaning the actual share ownership and its value are contingent on the terms and conditions of these notes and the future stock price of Origin Materials, Inc.

Future Outlook

This filing does not contain forward-looking statements or guidance from Origin Materials, Inc. It solely reports the beneficial ownership stake of the Reporting Persons.

Management Comments

• "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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."

Industry Context

StockSavvy.ai notes that a significant stake by an investment manager like Ayrton Capital and its associated fund, Alto Opportunity Master Fund, can signal institutional confidence in Origin Materials, Inc.'s long-term prospects within its industry. Such an investment, particularly through convertible notes, suggests a belief in the company's growth trajectory and potential for future value appreciation, aligning with broader trends of institutional capital seeking opportunities in innovative materials or sustainable technologies.

Comparison to Industry Standards

• A 9.99% beneficial ownership stake is a substantial position for an institutional investor, often placing them among the top shareholders. For comparison, similar stakes in companies like Avantium (a peer in renewable chemistry) or Danimer Scientific (bioplastics) by major funds would typically be viewed as a strong vote of confidence, potentially influencing market perception and signaling a long-term investment horizon.
• The use of convertible notes is a common financing strategy for growth-oriented companies, allowing investors to participate in equity upside while providing debt-like protection. This structure is frequently observed in the clean technology and advanced materials sectors, where companies like Origin Materials are developing innovative solutions.

Corporate Governance

Stakeholder Impact

• **Shareholders**: The disclosure of a significant institutional investor taking a substantial stake can be perceived positively, potentially boosting investor confidence and market sentiment.
• **Company Management**: The presence of a large, albeit passive, institutional investor may encourage management to maintain strong performance and governance standards.
• **Creditors**: The investment through convertible notes could be seen as a positive sign of financial backing, potentially improving the company's credit profile.

Next Steps

• Origin Materials, Inc. will continue its operations and strategic initiatives.
• The Reporting Persons will continue to hold their beneficial ownership in Origin Materials, Inc. and may convert their notes into common stock as per the terms of the convertible notes.

Key Dates

Recommendation

The filing indicates a significant institutional investment in Origin Materials, Inc., which is generally a positive signal of confidence. However, as a Schedule 13G, it primarily reports ownership and does not provide new operational or financial performance data. While the large stake suggests long-term potential, without additional fundamental information, a 'hold' recommendation is prudent for a seasoned investor to await further operational updates or financial results from the company before making a more definitive 'buy' or 'sell' decision.

Keywords

Origin Materials, Ayrton Capital, Alto Opportunity Master Fund, Waqas Khatri, Schedule 13G, Beneficial Ownership, Convertible Notes, Common Stock, Investment, Shareholder