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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0001376474-25-000764 0002079212 XXXXXXXX LIVE 2 Common Stock 09/23/2025 false 0001015155 159765205 CHARLES & COLVARD LTD 170 SOUTHPORT DRIVE MORRISVILLE NC 27560 Duc Pham 408-876-7071 3286 Vin Santo Ln. San Jose CA 95148 0002079212 N Pham Duc Hoang a PF N X1 299900.00 532216.00 155900.00 388216.00 532216.00 N 11.9 IN Common Stock CHARLES & COLVARD LTD 170 SOUTHPORT DRIVE MORRISVILLE NC 27560 This Amendment relates to the Common Stock of Charles & Colvard, Ltd., the Issuer. Duc Pham 3286 Vin Santo Ln San Jose, CA 95148 Occupation: Senior Engineer, Apple Inc. Founder/Director, Infinitive Love Inc. During the last five years, Mr. Pham has not been convicted in a criminal proceeding nor been party to a civil proceeding resulting in a judgment enjoining future violations of federal or state securities laws. During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was not and is not subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to,federal or state securities laws or finding any violation with respect to such laws. United States Shares beneficially owned by Mr. Pham were acquired with personal funds, PF. On August 20, 2025, Mr. Pham received an irrevocable proxy from Don Pham granting Mr. Pham sole voting power over 144,000 shares solely for the Issuer 2025 annual meeting; Mr. Pham has no dispositive power or economic interest in such shares. See Item 6. On September 23, 2025, Mr. Pham formed a group within the meaning of Section 13(d)(3) with Riverstyx Capital Management, LLC; The Riverstyx Fund, LP; Riverstyx Fund GP, LLC; Benjamin O. Franklin IV; Michael R. Levin; and Lloyd M. Sems; collectively, the Reporting Persons in connection with nominating and soliciting proxies for a director slate at the Issuer 2025 annual meeting and related engagement with the Issuer and its shareholders. As of the date hereof, Mr. Pham may be deemed to beneficially own an aggregate of 532,216 shares, representing approximately 11.9% of the outstanding Common Stock (based on 4,471,453 shares outstanding as reported in the joint amendment referenced above). Mr. Pham has sole voting power over 299,900 shares; voting power only (and no dispositive or economic power) over 144,000 shares pursuant to the proxy described in Item 3; sole dispositive power over 155,900 shares; and shared dispositive power over 388,216 shares. Each of the Reporting Persons may be deemed to beneficially own securities beneficially owned by other members of the group; Mr. Pham disclaims beneficial ownership of any such securities except to the extent of his pecuniary interest, if any. Transactions in the last 60 days: None, except as disclosed herein. Not applicable. Not applicable. On September 23, 2025, Mr. Pham entered into a Joint Filing Agreement with the other Reporting Persons pursuant to Rule 13d-1(k), under which Schedule 13D and amendments thereto may be filed on behalf of each party. Mr. Pham and the Reporting Persons have also coordinated their proxy solicitation for the Issuer 2025 annual meeting, including the slate of nominees and certain voting intentions. Separately, as described in Item 3, Mr. Pham holds an irrevocable, meeting-limited voting proxy over 144,000 shares from Don Pham; no dispositive or economic power is conferred. The proxy agreement is Exhibit 99.2 to the Original Schedule 13D filed on August 22, 2025, and is incorporated by reference into this Amendment. Exhibit 99.1 - Joint Filing Agreement, dated September 23, 2025, by and among Riverstyx Capital Management,LLC, Riverstyx Fund, LP, Riverstyx Fund GP, LLC, Ben Franklin, Duc Pham, Michael R. Levin, and Lloyd M. Sems(filed herewith as ex991.pdf). Exhibit 99.2 -Irrevocable Proxy Voting Agreement dated August 20, 2025 (incorporated by reference to Exhibit 99.1 to Schedule13D filed August 22, 2025, SEC Accession No. 0001376474-25-000764). No joint filing agreement applies. Pham Duc Hoang Duc Pham Individual 09/25/2025