SCHEDULE 13G/A: Orca Capital AG Reports 4.9% Stake in Phio Pharmaceuticals

Orca Capital AG has filed an Amendment No. 5 to Schedule 13G, reporting a 4.9% beneficial ownership stake in Phio Pharmaceuticals Corp. as of December 8, 2025.

Summary

• Orca Capital AG beneficially owns 538,707 shares of Phio Pharmaceuticals Corp. Common Stock.
• This ownership represents 4.9% of the Issuer's outstanding Common Stock.
• The percentage is calculated based on 10,764,428 shares of Common Stock outstanding as reported in the Issuer's quarterly report on Form 10-Q for the period ended September 30, 2025.
• Orca Capital AG holds sole voting power and sole dispositive power over all 538,707 shares.
• The filing notes that 4,165,015 shares of Common Stock are issuable upon the exercise of warrants, which are subject to a 4.99% blocker.
• The 4.99% blocker prevents Orca Capital AG from exercising warrants if it would result in beneficial ownership exceeding 4.99% of the Issuer's outstanding Common Stock.

Sentiment

Score: 5

Explanation: Neutral, as this is a standard regulatory disclosure of a passive ownership stake, providing factual information without inherently positive or negative operational news for the issuer.

Positives

• Orca Capital AG maintains a significant, yet passive, investment in Phio Pharmaceuticals Corp., indicating institutional confidence in the company.

Negatives

• The 4.99% blocker limits Orca Capital AG's ability to increase its beneficial ownership through warrant exercise beyond the stated threshold.

Future Outlook

The filing is a disclosure of current ownership and does not contain forward-looking statements or guidance regarding the issuer's future performance or strategy.

Management Comments

• Orca Capital AG certified that the securities were not acquired and are not held for the purpose of changing or influencing the control of the issuer, nor in connection with any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

Industry Context

This filing represents a routine disclosure of a passive institutional ownership stake, common in the biotechnology or pharmaceutical sector where companies like Phio Pharmaceuticals Corp. often attract institutional investment for their long-term growth potential or specific therapeutic pipelines. It does not indicate any significant shift in broader industry trends but rather reflects an investor's position in a specific company.

Stakeholder Impact

• Shareholders: Provides transparency regarding a significant institutional holder's stake, confirming a passive investment intent.
• Management: Confirms a stable, passive institutional investor, which can be viewed positively for corporate stability.

Next Steps

• No specific future actions or milestones for the issuer are mentioned in this ownership disclosure filing.

Key Dates

Keywords

Phio Pharmaceuticals Corp., Orca Capital AG, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investor, Equity Stake, SEC Filing, Warrants, 4.99% Blocker