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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)




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SCHEDULE 13G




Comment for Type of Reporting Person:  Freebird Investments LLC, a Texas limited liability company ("Freebird Investments"), serves as the general partner of Freebird Partners LP, a Texas limited partnership ("Freebird Partners"). Curtis W. Huff is the sole member of Freebird Investments. By virtue of these relationships, each of Freebird Investments and Mr. Huff may be deemed to share beneficial ownership of the securities held of record by Freebird Partners. The number of shares of Common Stock owned by the Reporting Person reflects Ernexa Therapeutics Inc.'s (the "Issuer") 1-for-25 reverse stock split of its outstanding shares of common stock, par value $0.005 per share (the "Common Stock") that was effected on May 4, 2026 (the "Reverse Stock Split"), as reported. Rows 6, 8 and 9 are based on (i) 81,417 shares of Common Stock of the Issuer, (ii) 52,000 shares of Common Stock issuable upon the exercise of warrants to purchase 52,000 shares of Common Stock at an exercise price of $17.00 (the "Common Warrants"), and (iii) 15,015 shares of Common Stock issuable upon the exercise of pre-funded warrants to purchase 15,015 shares of Common Stock at an exercise price of $1.875 per share (the "Pre-funded Warrants" and together with the Common Warrants, the "Warrants"). Pursuant to the terms of the Warrants, the Reporting Person cannot exercise the Warrants to the extent the Reporting Person would beneficially own, after any such exercise, more than 9.99% of the outstanding shares of Common Stock. As a result, Rows 6, 8 and 9 exclude 28,020 shares of Common Stock issuable upon exercise of the Warrants because of this limitation. Row 11 is calculated based on an aggregate of 1,205,328 shares of Common Stock of the Issuer outstanding, which is calculated by adding (i) 1,166,333 shares of Common Stock of the Issuer outstanding as of May 8, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 11, 2026, and (ii) 38,995 shares of Common Stock of the Issuer issuable to the Reporting Person upon exercise of the Warrants within 60 days, and which, for (ii), is deemed outstanding pursuant to Rule 13d-3(d)(1)(i). This Amendment No. 6 to Schedule 13G amends the Schedule 13G filed by the Reporting Persons named therein on December 2, 2022, as amended and supplemented to date.


SCHEDULE 13G




Comment for Type of Reporting Person:  As noted above, Freebird Investments serves as the general partner of Freebird Partners and, as a result, may be deemed to share beneficial ownership of the securities held of record by Freebird Partners. The number of shares of Common Stock owned by the Reporting Person reflects the Reverse Stock Split, as reported. Rows 6, 8 and 9 are based on (i) 81,417 shares of Common Stock of the Issuer, (ii) 52,000 shares of Common Stock issuable upon the exercise of the Common Warrants, and (iii) 15,015 shares of Common Stock issuable upon the exercise of the Pre-funded Warrants. Pursuant to the terms of the Warrants, the Reporting Person cannot exercise the Warrants to the extent the Reporting Person would beneficially own, after any such exercise, more than 9.99% of the outstanding shares of Common Stock. As a result, Rows 6, 8 and 9 exclude 28,020 shares of Common Stock issuable upon exercise of the Warrants because of this limitation. Row 11 is calculated based on an aggregate of 1,205,328 shares of Common Stock of the Issuer outstanding, which is calculated by adding (i) 1,166,333 shares of Common Stock of the Issuer outstanding as of May 8, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 11, 2026, and (ii) 38,995 shares of Common Stock of the Issuer issuable to the Reporting Person upon exercise of the Warrants within 60 days, and which, for (ii), is deemed outstanding pursuant to Rule 13d-3(d)(1)(i).


SCHEDULE 13G




Comment for Type of Reporting Person:  As noted above, Curtis W. Huff is the sole member of Freebird Investments, which is the general partner of Freebird Partners, and, as a result, he may be deemed to share beneficial ownership of the securities held of record by Freebird Partners. The number of shares of Common Stock owned by the Reporting Person reflects the Reverse Stock Split, as reported. Rows 6, 8 and 9 consist of (i) 81,417 shares of Common Stock of the Issuer, (ii) 52,000 shares of Common Stock issuable upon the exercise of the Common Warrants, and (iii) 15,015 shares of Common Stock issuable upon the exercise of Pre-funded Warrants. Pursuant to the terms of the Warrants, the Reporting Person cannot exercise the Warrants to the extent the Reporting Person would beneficially own, after any such exercise, more than 9.99% of the outstanding shares of Common Stock. As a result, Rows 6, 8 and 9 exclude 28,020 shares of Common Stock issuable upon exercise of the Warrants because of this limitation. Row 11 is calculated based on an aggregate of 1,205,328 shares of Common Stock of the Issuer outstanding, which is calculated by adding (i) 1,166,333 shares of Common Stock of the Issuer outstanding as of May 8, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 11, 2026, and (ii) 38,995 shares of Common Stock of the Issuer issuable to the Reporting Person upon exercise of the Warrants within 60 days, and which, for (ii), is deemed outstanding pursuant to Rule 13d-3(d)(1)(i).


SCHEDULE 13G



 
Freebird Partners LP
 
Signature:/s/ Curtis Huff
Name/Title:Curtis Huff, Chairman and President
Date:05/15/2026
 
Freebird Investments LLC
 
Signature:/s/ Curtis Huff
Name/Title:Curtis Huff, Chairman and President
Date:05/15/2026
 
Curtis Huff
 
Signature:/s/ Curtis Huff
Name/Title:Curtis Huff
Date:05/15/2026