M&A - Friedberg Ezra M

Form Type: SCHEDULE 13D/A

Filing Date: 2025-07-03

Corporate Action: Merger

Type: Update

Accession Number: 000175392625001081

Filing Summary: This Amendment No. 1 to Schedule 13D relates to the common stock of Pelthos Therapeutics Inc., following an adjustment due to a 1-for-10 reverse stock split on July 1, 2025. Ezra Friedberg, along with Balmoral Financial Group LLC and Key Recovery Group LLC, amended the original Schedule 13D. Mr. Friedberg serves as manager for both LLCs and is a director of the Issuer. Following a merger agreement on April 16, 2025, between the Issuer, its subsidiary, and LNHC, the merger was completed on July 1, 2025. As part of the merger, both Balmoral and Key engaged in PIPE financing purchasing 400 shares of Series A Preferred Stock, convertible into common stock. Each LLC converted their shares post-merger. A registration rights agreement was established to permit the resale of certain shares including those from the merger and the PIPE financing. A lock-up agreement was executed among stakeholders restricting the transfer of shares until December 31, 2025. Relevant exhibits related to the merger and agreements were also filed with the SEC.