| Item 1. | |
| (a) | Name of issuer:
Strata Critical Medical, Inc. ("Issuer") |
| (b) | Address of issuer's principal executive offices:
666 Third Avenue, 25th Floor, New York, NY 10017 |
| Item 2. | |
| (a) | Name of person filing:
The names of the persons filing this statement on Schedule 13G (collectively, the "Reporting Persons") are:
* Northern Right Capital Management, L.P. ("NRCMLP"),
* Northern Right Capital (QP), L.P. ("QP"),
* Northern Right Long Only Master Fund LP ("NRLO"),
* Northern Right Fund GP LLC ("NRLO GP"),
* BC Advisors, LLC ("BCA"), and
* Matthew A. Drapkin ("Mr. Drapkin"). |
| (b) | Address or principal business office or, if none, residence:
The principal business address for each of the Reporting Persons is 9 Old Kings Highway South, 4th Floor, Darien, Connecticut 06820. |
| (c) | Citizenship:
NRCMLP and QP are Texas limited partnerships. NRLO is a Cayman Islands exempted limited partnership. NRLO GP and BCA are Delaware limited liability companies. Mr. Drapkin is a citizen of the United States of America. |
| (d) | Title of class of securities:
Common Stock, $0.0001 par value per share (the "Common Stock") |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership |
| (a) | Amount beneficially owned:
As of June 17, 2026, NRCMLP beneficially owned 4,398,235 shares of Common Stock.
QP beneficially owns and has the power to vote or to direct the vote of (and the power to dispose or direct the disposition of) 1,686,941 shares of Common Stock (the "QP Shares"), which represent approximately 1.9% of the outstanding shares of Common Stock.
NRLO beneficially owns and has the power to vote or to direct the vote of (and the power to dispose or direct the disposition of) 1,664,902 shares of Common Stock (the "LO Shares"), which represent approximately 1.9% of the outstanding shares of Common Stock.
NRCMLP, in its capacity as general partner of QP, may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) the QP Shares. NRCMLP, in its capacity as investment manager for NRLO, may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) the LO Shares. NRCMLP, in its capacity as investment manager for certain separate managed accounts on behalf of investment advisory clients (the "Managed Accounts"), may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) the 1,046,392 shares of the Common Stock held by the Managed Accounts, which shares represent, in the aggregate, approximately 1.2% of the outstanding shares of Common Stock. NRCMLP disclaims beneficial ownership of all of the shares of Common Stock held by each of QP, NRLO and the Managed Accounts, in each case except to the extent of its pecuniary interest therein.
BCA, as general partner of NRCMLP, may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) the shares of Common Stock beneficially owned (or deemed beneficially owned) by NRCMLP. BCA disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.
NRLO GP, as general partner of NRLO, may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) the LO Shares. NRLO GP disclaims beneficial ownership of such shares, except to the extent of its pecuniary interest therein.
Mr. Drapkin, as managing member of BCA and NRLO GP, may be deemed to have the shared power to vote or to direct the vote of (and the shared power to dispose or direct the disposition of) the shares of Common Stock beneficially owned (or deemed beneficially owned) by BCA and NRLO GP. Mr. Drapkin disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
As of the date hereof, no Reporting Person beneficially owns any shares of Common Stock other than those set forth in Item 4 of this Statement. |
| (b) | Percent of class:
The following percentage is based on 86,526,570 Common Stock outstanding as of April 27th, 2026, as disclosed in the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 6th, 2026.
As of June 17, 2026, the Reporting Persons may be deemed to have beneficially owned approximately 5.1% of the outstanding Common Stock. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9.
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| | (ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9.
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| | (iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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| | (iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit 99.1. |
| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)