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    Amendment: SEC Form SCHEDULE 13G/A filed by Mustang Bio Inc.

    5/9/25 4:03:11 PM ET
    $MBIO
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $MBIO alert in real time by email



    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    SCHEDULE 13G


    UNDER THE SECURITIES EXCHANGE ACT OF 1934
    (Amendment No. 1)


    Mustang Bio, Inc.

    (Name of Issuer)


    Common stock, par value $0.0001 per share

    (Title of Class of Securities)


    62818Q302

    (CUSIP Number)


    03/31/2025

    (Date of Event Which Requires Filing of this Statement)


    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)






    SCHEDULE 13G

    CUSIP No.
    62818Q302


    1Names of Reporting Persons

    Mitchell P. Kopin
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    UNITED STATES
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    236,452.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    236,452.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    236,452.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    8.8 %
    12Type of Reporting Person (See Instructions)

    HC, IN


    SCHEDULE 13G

    CUSIP No.
    62818Q302


    1Names of Reporting Persons

    Daniel B. Asher
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    UNITED STATES
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    236,452.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    236,452.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    236,452.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    8.8 %
    12Type of Reporting Person (See Instructions)

    HC, IN


    SCHEDULE 13G

    CUSIP No.
    62818Q302


    1Names of Reporting Persons

    Intracoastal Capital LLC
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox not checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    236,452.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    236,452.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    236,452.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    8.8 %
    12Type of Reporting Person (See Instructions)

    OO


    SCHEDULE 13G

    Item 1. 
    (a)Name of issuer:

    Mustang Bio, Inc.
    (b)Address of issuer's principal executive offices:

    95 Sawyer Road, Suite 110, Waltham, Massachusetts 02453
    Item 2. 
    (a)Name of person filing:

    This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons").
    (b)Address or principal business office or, if none, residence:

    The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 111 W. Jackson Boulevard, Suite 2000, Chicago, Illinois 60604.
    (c)Citizenship:

    Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company.
    (d)Title of class of securities:

    Common stock, par value $0.0001 per share
    (e)CUSIP No.:

    62818Q302
    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)Checkbox not checked   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
    (b)Checkbox not checked   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)Checkbox not checked   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)Checkbox not checked   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
    (e)Checkbox not checked   An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
    (f)Checkbox not checked   An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
    (g)Checkbox not checked   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
    (h)Checkbox not checked   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)Checkbox not checked   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);
    (j)Checkbox not checked   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:
    (k)Checkbox not checked   Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
     
    Item 4.Ownership
    (a)Amount beneficially owned:

    As of the close of business on March 31, 2025, each of the Reporting Persons may have been deemed to have beneficial ownership of 236,452 shares of Common Stock, which consisted of (i) 184,000 shares of Common Stock held by Intracoastal and (ii) 52,452 shares of Common Stock issuable upon exercise of a warrant held by Intracoastal ("Intracoastal Warrant 1"), and all such shares of Common Stock represent beneficial ownership of approximately 8.8% of the Common Stock, based on (1) 1,295,338 shares of Common Stock outstanding as of January 31, 2025, as reported by the Issuer, plus (2) 52,452 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1. The foregoing excludes (I) 664,452 shares of Common Stock issuable upon exercise of a second warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 2") because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (II) 664,452 shares of Common Stock issuable upon exercise of a third warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 3") because Intracoastal Warrant 3 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 3 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,565,356 shares of Common Stock.
    (b)Percent of class:

    8.8  %
    (c)Number of shares as to which the person has:
     (i) Sole power to vote or to direct the vote:

    0

     (ii) Shared power to vote or to direct the vote:

    236,452

     (iii) Sole power to dispose or to direct the disposition of:

    0

     (iv) Shared power to dispose or to direct the disposition of:

    236,452

    Item 5.Ownership of 5 Percent or Less of a Class.
     
    Item 6.Ownership of more than 5 Percent on Behalf of Another Person.
     
    Not Applicable
    Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
     
    Not Applicable
    Item 8.Identification and Classification of Members of the Group.
     
    Not Applicable
    Item 9.Notice of Dissolution of Group.
     
    Not Applicable

    Item 10.Certifications:
     
    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

        SIGNATURE 
     
    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     
    Mitchell P. Kopin
     
    Signature:/s/ Mitchell P. Kopin
    Name/Title:Mitchell P. Kopin
    Date:05/09/2025
     
    Daniel B. Asher
     
    Signature:/s/ Daniel B. Asher
    Name/Title:Daniel B. Asher
    Date:05/09/2025
     
    Intracoastal Capital LLC
     
    Signature:/s/ Mitchell P. Kopin
    Name/Title:Mitchell P. Kopin, Manager
    Date:05/09/2025
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