M&A - Cherington Charles

Form Type: SCHEDULE 13D/A

Filing Date: 2025-06-11

Corporate Action: Acquisition

Type: Update

Accession Number: 000110465925058646

Filing Summary: Amendment No. 7 to Schedule 13D updates previous filings concerning the beneficial ownership of shares in Ernexa Therapeutics Inc. by Charles Cherington. As of June 9, 2025, Cherington owns 41,659,743 shares of common stock directly. This filing includes an acquisition of 21,241,163 shares during the Second Closing of a private placement on June 9, 2025, where 47,717,087 shares were sold in total. Additionally, he received 16,978 shares as a dividend paid in kind on June 2, 2025, for his holdings in Series A Preferred Stock. The private placement was authorized at the 2025 Annual Meeting held on June 2, 2025, allowing the Issuer to comply with Nasdaq Listing Rules. Overall, Cherington's stake now includes 31,032 shares convertible from Series A Preferred Stock, resulting in a calculated total ownership in the company.