• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Dashboard
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlerts
    Company
    AboutQuantisnow PlusContactJobs
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC 13D/A filed by Pasithea Therapeutics Corp. (Amendment)

    9/1/22 6:05:36 AM ET
    $KTTA
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $KTTA alert in real time by email
    SC 13D/A 1 formsc13da.htm

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    SCHEDULE 13D

     

    Under the Securities Exchange Act of 1934

    (Amendment No. 5)*

     

    Pasithea Therapeutics Corp.

    (Name of Issuer)

     

    Common Stock, par value $0.0001 per share

     

    (Title of Class of Securities)

     

    70261F103

     

    (CUSIP Number)

     

    David Delaney

    Concord Investment Partners Ltd.

    60 St. Clair Avenue East, Suite 702

    Toronto, ON, M4T 1N5

    Canada

    (416) 951-9214

     

    Avi Geller

    Leonite Capital LLC

    1 Hillcrest Center Drive Suite 232

    Spring Valley, NY 10977

    (845) 517-2340

     

    Eric Shahinian

    Camac Partners, LLC

    350 Park Avenue, 13th Floor

    New York, NY 10022

    (914) 629-8496

     

    With a copy to:

    Douglas K. Schnell

    Wilson Sonsini Goodrich & Rosati

    Professional Corporation

    650 Page Mill Road

    Palo Alto, CA 94304

    (650) 493-9300

     

    (Name, Address and Telephone Number of Person Authorized to

    Receive Notices and Communications)

     

    August 19, 2022

     

    (Date of Event which Requires Filing of this Statement)

     

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ☐

     

    Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

     

    * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

     

    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     

     
     

      

    CUSIP No. 70261F103 13D Page 2 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Concord IP2 Ltd.
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    WC, OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Province of Ontario

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      191,321 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      191,321 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    191,321 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    Less than 1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    CO

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 3 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Elderhill Corporation
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    WC, OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Province of Ontario

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      35,200 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      35,200 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    35,200 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    Less than 1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    CO

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

      

     
     

     

    CUSIP No. 70261F103 13D Page 4 of 17

     

    (1) NAMES OF REPORTING PERSONS
    David Delaney
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY

    (4) SOURCE OF FUNDS (see instructions)
    AF
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Canada

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      226,521 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      226,521 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    226,521 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    Less than 1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    IN

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 5 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Leonite Capital LLC
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    WC, OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      1,034,702 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      1,034,702 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,034,702 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    3.9%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    OO

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 6 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Leonite Fund I, LP
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      154,644 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      154,644 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    154,644 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    Less than 1%
    (14) TYPE OF REPORTING PERSON (see instructions)

    OO

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 7 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Avi Geller
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    AF
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    United States of America

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      1,189,346 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      1,189,346 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,189,346 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    4.5%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    IN

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 8 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Camac Partners, LLC
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      1,635,157 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      1,635,157 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,635,157 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    6.1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    OO

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 9 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Camac Capital, LLC
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐

    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      1,635,157 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      1,635,157 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,635,157 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    6.1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    OO

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 10 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Camac Fund, LP
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      1,635,157 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      1,635,157 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,635,157 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐

    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    6.1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    OO

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    CUSIP No. 70261F103 13D Page 11 of 17

     

    (1) NAMES OF REPORTING PERSONS
    Eric Shahinian
    (2)

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

    (a) ☒ (b) ☐

    (3) SEC USE ONLY
    (4) SOURCE OF FUNDS (see instructions)
    OO
    (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
    (6) CITIZENSHIP OR PLACE OF ORGANIZATION
    United States of America

    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON WITH
    (7) SOLE VOTING POWER
      0 shares
    (8) SHARED VOTING POWER
      1,635,157 shares
    (9) SOLE DISPOSITIVE POWER
      0 shares
    (10) SHARED DISPOSITIVE POWER
      1,635,157 shares

    (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,635,157 shares
    (12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
    (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    6.1%*
    (14) TYPE OF REPORTING PERSON (see instructions)
    IN

     

     

     

    * Percentage calculated based on 26,698,688 shares of common stock, par value $0.0001 per share, outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of Pasithea Therapeutics Corp.

     

     
     

     

    Explanatory Note

     

    This Amendment No. 5 (this “Amendment”) amends and supplements the Schedule 13D filed on June 1, 2022, as amended on June 16, 2022, June 27, 2022, July 27, 2022, and August 11, 2022 (as amended, the “Schedule 13D”), by the Reporting Persons relating to the Common Stock of the Issuer. Information reported in the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D. All references in the Schedule 13D and this Amendment to the “Statement” will be deemed to refer to the Schedule 13D as amended and supplemented by this Amendment.

     

    Item 2. Identity and Background

     

    Item 2(a) is amended and restated as follows:

     

    (a) Name

     

    This Statement is filed by:

     

      (i) the “Concord Persons,” which are Concord IP2 Ltd., a corporation organized under the laws of the Province of Ontario (“Concord”), Elderhill Corporation, a corporation organized under the laws of the Province of Ontario (“Elderhill”), and David Delaney;
         
      (ii) the “Leonite Persons,” which are Leonite Capital LLC, a Delaware limited liability company (“Leonite”), Leonite Fund I, LP, a Delaware limited partnership (“Leonite Fund”), and Avi Geller; and
         
      (iii) the “Camac Persons,” which are Camac Partners, LLC, a Delaware limited liability company (“Camac Partners”), Camac Capital, LLC, a Delaware limited liability company (“Camac Capital”), Camac Fund, LP, a Delaware limited partnership (“Camac Fund”), and Eric Shahinian.

     

    The Concord Persons, the Leonite Persons and the Camac Persons are referred to collectively as the “Reporting Persons.”

     

    Each of the Reporting Persons is party to the Joint Filing and Advocacy Agreement, as further described in Item 4 and filed as an exhibit to this Statement. Accordingly, the Reporting Persons are making a joint filing.

     

    Page 12 of 17
     

     

    Item 2(c) is amended and restated as follows:

     

    (c) Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or Other Organization in Which Such Employment is Conducted

     

    The principal business of Concord and Elderhill is investing in securities. The principal occupation of Mr. Delaney is serving as the President and Chief Executive Officer of Concord Investment Partners Ltd. Mr. Delaney is the sole officer and director of each of Concord and Elderhill.

     

    The principal business of Leonite Fund is investing in securities. The general partner of Leonite Fund is Leonite Advisors LLC (“Leonite Advisors”). The principal business of Leonite is serving as a holding company for a family office. The principal occupation of Mr. Geller is serving as chief investment officer of Leonite and the managing member of Leonite Advisors.

     

    The principal business of Camac Fund is investing in securities. Camac Partners is the investment manager of Camac Fund. Camac Capital is the general partner of Camac Fund. The principal occupation of Mr. Shahinian is serving as the manager of Camac Capital.

     

    Item 2(f) is amended and restated as follows:

     

    (f) Citizenship

     

    Concord and Elderhill are both corporations organized under the laws of the Province of Ontario. Mr. Delaney is a citizen of Canada.

     

    Leonite is a Delaware limited liability company. Leonite Fund is a Delaware limited partnership. Mr. Geller is a citizen of the United States of America.

     

    Camac Partners and Camac Capital are both Delaware limited liability companies. Camac Fund is a Delaware limited partnership. Mr. Shahinian is a citizen of the United States of America.

     

    Item 3. Source and Amount of Funds or Other Consideration.

     

    The second paragraph under Item 3 is amended and restated as follows:

     

    The shares of Common Stock purchased by Leonite were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 1,189,346 shares of Common Stock beneficially owned by the Leonite Persons is approximately $1,460,289 (including brokerage commissions and transaction costs).

     

    The third paragraph under Item 3 is amended and restated as follows:

     

    The shares of Common Stock purchased by Camac were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 1,635,157 shares of Common Stock beneficially owned by the Camac Persons is approximately $1,694,404 (including brokerage commissions and transaction costs).

     

    Page 13 of 17
     

     

    Item 5. Interest in Securities of the Issuer.

     

    The first paragraph under Item 5(a) and (b) is amended and restated as follows:

     

    (a) and (b) The responses of the Reporting Persons to rows 7, 8, 9, 10, 11 and 13 on the cover pages of this Statement are incorporated herein by reference. As of 4 p.m., Eastern time, August 31, 2022, the Reporting Persons beneficially owned 3,051,024 shares of Common Stock, representing approximately 11.4% of the outstanding shares of Common Stock. The percentage in this paragraph relating to beneficial ownership of the Common Stock is based on 26,698,688 shares of Common Stock outstanding as of August 8, 2022, as reported in the Form 10-Q for the quarterly period ended June 30, 2022, of the Issuer.

     

    The third paragraph under Item 5(a) and (b) is amended and restated as follows:

     

    Mr. Geller may be deemed to have the power to direct the voting and disposition of the shares of Common Stock beneficially owned by Leonite and Leonite Fund, and may be deemed to be the indirect beneficial owner of such shares. Mr. Geller disclaims beneficial ownership of such shares for all other purposes.

     

    Item 7. Material to be Filed as Exhibits.

     

    Item 7 is amended and restated as follows:

     

    The following documents are filed as exhibits:

     

    Exhibit Number   Description
    1   Joint Filing and Advocacy Agreement.*
    2   Letter to the Issuer’s Board of Directors, dated June 1, 2022.*
    3   Press release, dated June 23, 2022.*
    4   Joinder Agreement, effective as of August 19, 2022.

     

     

    * Previously filed.

     

    Page 14 of 17
     

     

    SIGNATURES

     

    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.

     

    Dated: September 1, 2022  
       
      CONCORD IP2 LTD.
       
      By: /s/ David Delaney
      Name: David Delaney
      Title: President
       
      ELDERHILL CORPORATION
       
      By: /s/ David Delaney
      Name: David Delaney
      Title: President
       
      /s/ David Delaney
      David Delaney
       
      LEONITE CAPITAL LLC
       
      By: /s/ Avi Geller
      Name: Avi Geller
      Title: CIO
         
      LEONITE FUND I, LP
       
      By: Leonite Advisors LLC, its General Partner
       
      By: /s/ Avi Geller
      Name: Avi Geller
      Title: Managing Member of the GP
         
      /s/ Avi Geller
      Avi Geller
       
      CAMAC PARTNERS, LLC
       
      By: Camac Capital, LLC
      its general partner
       
      By: /s/ Eric Shahinian
      Name: Eric Shahinian
      Title: Managing Member of the GP

     

    Page 15 of 17
     

     

      CAMAC CAPITAL, LLC
       
      By: /s/ Eric Shahinian
      Name: Eric Shahinian
      Title: Managing Member
       
      CAMAC FUND, LP
       
      By: Camac Capital, LLC
      its general partner
       
      By: /s/ Eric Shahinian
      Name: Eric Shahinian
      Title: Managing Member of the GP
       
      /s/ Eric Shahinian
      Eric Shahinian

     

    Page 16 of 17
     

     

    Schedule A

     

    Transactions by the Reporting Persons in the Past 60 Days

     

    The following table sets forth all previously unreported transactions with respect to the Common Stock effected in the 60 days preceding August 31, 2022, by or on behalf of the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., Eastern time, on August 31, 2022.

     

    Beneficial Ownership   Transaction Date   Purchase or Sale   Quantity   Price per Share (excluding commission)     How Effected
    Camac Fund LP   8/17/2022   Purchase   155,773   $ 1.2087     Open market
    Camac Fund LP   8/29/2022   Purchase   5,000   $ 1.1681     Open market
    Camac Fund LP   8/30/2022   Purchase   17,828   $ 1.1472     Open market
    Leonite Fund I, LP   8/18/2022   Purchase   100,000   $ 1.2685     Open market
    Leonite Fund I, LP   8/19/2022   Purchase   54,644   $ 1.2982     Open Market

     

    Page 17 of 17

    Get the next $KTTA alert in real time by email

    Chat with this insight

    Save time and jump to the most important pieces.

    Recent Analyst Ratings for
    $KTTA

    DatePrice TargetRatingAnalyst
    12/14/2021$3.25Buy
    EF Hutton
    More analyst ratings

    $KTTA
    Financials

    Live finance-specific insights

    See more
    • Pasithea Therapeutics Acquires AlloMek Therapeutics

      -- Expands CNS Product Portfolio with Addition of CIP-137401, a Macrocyclic, Next-Generation MEK Inhibitor -- Plans to File IND Application with the FDA to Enter the Clinic in 2H 2023 -- Plans to Initiate a Phase 1 Clinical Trial in the U.S. for Neurofibromatosis Type 1 (NF1) -- Management to Host an Investor Webcast Today at 9 a.m. ET MIAMI BEACH, Fla., Oct. 12, 2022 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. (NASDAQ:KTTA) ("Pasithea" or the "Company"), a biotechnology company focused on the discovery, research and development of innovative treatments for central nervous system (CNS) disorders, today announced that it acquired AlloMek Therapeutics, LLC ("AlloMek"), a privately-he

      10/12/22 8:00:00 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Pasithea Therapeutics Acquires Alpha-5 Integrin, LLC

      - Alpha-5 is a potentially first-in-class monoclonal antibody for the treatment of amyotrophic lateral sclerosis (ALS) and other neurological diseases -- Expands pipeline across Pasithea's core therapeutic areas to drive enhanced growth -- Closing consideration of 3.26 million shares of Pasithea common stock -- Pasithea to hold a webcast on June 22 at 9 a.m. ET to discuss the transaction - MIAMI BEACH, Fla., June 22, 2022 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. (NASDAQ:KTTA) ("Pasithea" or the "Company"), today announced its acquisition of Alpha-5 integrin, LLC ("Alpha-5"), a privately-held preclinical-stage company developing a monoclonal antibody (mAbs) for the treatment of am

      6/22/22 8:00:00 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $KTTA
    Analyst Ratings

    Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

    See more
    • EF Hutton initiated coverage on Pasithea Therapeutics with a new price target

      EF Hutton initiated coverage of Pasithea Therapeutics with a rating of Buy and set a new price target of $3.25

      12/14/21 8:32:07 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $KTTA
    SEC Filings

    See more
    • SEC Form 10-Q filed by Pasithea Therapeutics Corp.

      10-Q - Pasithea Therapeutics Corp. (0001841330) (Filer)

      5/15/25 4:31:35 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Amendment: SEC Form SCHEDULE 13G/A filed by Pasithea Therapeutics Corp.

      SCHEDULE 13G/A - Pasithea Therapeutics Corp. (0001841330) (Subject)

      5/15/25 3:36:45 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form SCHEDULE 13G filed by Pasithea Therapeutics Corp.

      SCHEDULE 13G - Pasithea Therapeutics Corp. (0001841330) (Subject)

      5/12/25 4:08:40 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $KTTA
    Press Releases

    Fastest customizable press release news feed in the world

    See more
    • Pasithea Therapeutics Announces Preclinical Data that Shows PAS-004 Inhibits ETS2 Signaling, a Key Driver of Inflammation in IBD and Other Large Addressable Market Diseases

      -- Demonstrates PAS-004's potential as a differentiated MEK inhibitor for immune-mediated inflammatory diseases such as IBD and ankylosing spondylitis – -- Positions PAS-004 for potential expansion beyond MAPK pathway driven tumors into inflammatory diseases – -- PAS-004 outperforms FDA-approved MEK inhibitor selumetinib in targeting ETS2 pathway – -- Study conducted at Francis Crick Institute by lead author of 2024 Nature paper that identified ETS2 as a central regulator of macrophage-driven Inflammation in IBD -- MIAMI, May 20, 2025 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. (NASDAQ:KTTA) ("Pasithea" or the "Company"), a clinical-stage biotechnology company developing PAS-004, a

      5/20/25 7:01:00 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Pasithea Therapeutics Announces Initiation of Phase 1/1B Study of PAS-004 in Adult NF1 Patients and Activation of First Clinical Trial Site

      -- First patient expected to be dosed during Q2 2025 ---- Trial will evaluate safety, tolerability, pharmacokinetics, pharmacodynamics, and preliminary efficacy in both plexiform neurofibromas and cutaneous neurofibromas ---- Starting dose of 4mg tablet QD (once daily) ---- First trial site in Australia. Four additional sites planned for Australia, South Korea, and U.S. –-- Australian R&D Tax Incentive refund of up to 48.5% of eligible study-related costs expected -- MIAMI, May 14, 2025 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. (NASDAQ:KTTA) ("Pasithea" or the "Company"), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic MEK inhibitor today ann

      5/14/25 7:02:00 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Pasithea Therapeutics Announces Closing of $5 Million Public Offering

      MIAMI, May 07, 2025 (GLOBE NEWSWIRE) -- Pasithea Therapeutics, Corp. ("Pasithea," or the "Company") (NASDAQ:KTTA, KTTAW)), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic MEK inhibitor, for the treatment of neurofibromatosis type 1 (NF1) and other cancer indications, today announced the closing of its previously announced public offering of 3,571,428 shares of its common stock (or pre-funded warrants in lieu thereof) and accompanying Series C warrants to purchase up to 3,571,428 shares of common stock and Series D warrants to purchase up to 3,571,428 shares of common stock, at a combined offering price of $1.40 per share of common stock (or per pre-

      5/7/25 5:00:00 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $KTTA
    Insider Trading

    Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

    See more
    • Chief Executive Officer Marques Tiago sold $792 worth of shares (960 units at $0.82), decreasing direct ownership by 2% to 40,001 units (SEC Form 4)

      4 - Pasithea Therapeutics Corp. (0001841330) (Issuer)

      5/14/25 9:55:17 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Director Novak Alfred J was granted 3,500 shares (SEC Form 4)

      4 - Pasithea Therapeutics Corp. (0001841330) (Issuer)

      6/14/24 5:25:21 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form 4 filed by Marques Tiago (Amendment)

      4/A - Pasithea Therapeutics Corp. (0001841330) (Issuer)

      4/5/24 9:45:31 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $KTTA
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    See more
    • SEC Form SC 13G filed by Pasithea Therapeutics Corp.

      SC 13G - Pasithea Therapeutics Corp. (0001841330) (Subject)

      11/14/24 3:32:41 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form SC 13G/A filed by Pasithea Therapeutics Corp. (Amendment)

      SC 13G/A - Pasithea Therapeutics Corp. (0001841330) (Subject)

      1/13/23 8:02:14 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • SEC Form SC 13D/A filed by Pasithea Therapeutics Corp. (Amendment)

      SC 13D/A - Pasithea Therapeutics Corp. (0001841330) (Subject)

      1/10/23 3:55:25 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $KTTA
    Leadership Updates

    Live Leadership Updates

    See more
    • Pasithea Therapeutics Announces Appointment of Dr. Rebecca Brown to its Scientific Advisory Board

      MIAMI, Sept. 03, 2024 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. (NASDAQ:KTTA) ("Pasithea" or the "Company"), a clinical-stage biotechnology company developing PAS-004, a next-generation macrocyclic MEK inhibitor, for the treatment of neurofibromatosis type 1 (NF1) and other indications, announced today that Rebecca Brown, M.D., Ph.D. has been appointed as a member of the Company's Scientific Advisory Board. Dr. Brown is currently Director of the Neurofibromatosis Clinic at The Mount Sinai Hospital and Assistant Professor in the Department of Neurology (Division of Neuro-Oncology), Internal Medicine, and Neurosurgery at the institution. Dr. Brown will contribute scientific insights

      9/3/24 8:02:00 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Pasithea Therapeutics Announces Results from 2023 Annual Meeting

      SOUTH SAN FRANCISCO, Calif. and MIAMI, Dec. 19, 2023 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. ("Pasithea" or the "Company") (NASDAQ:KTTA), today announced that it held its annual meeting of stockholders (the "Annual Meeting") on December 19, 2023. Over 70% of the Company's shares of common stock were represented at the Annual Meeting. More than 95% of shares voted were cast "for" the election of directors (Proposal 1), and over 85% "for" Proposals 2, 3 and 6 (collectively, the "Approved Proposals"). The Approved Proposals related to the following matters: appointment of the Company's proposed slate of directors;-  Dr. Tiago Reis Marques;-  Prof. Larry Steinman;-  Simon Dume

      12/19/23 5:19:00 PM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Pasithea Therapeutics Appoints Life Sciences and Health Care Executive Alfred J. Novak to its Board of Directors

      MIAMI BEACH, Fla., Sept. 20, 2022 (GLOBE NEWSWIRE) -- Pasithea Therapeutics Corp. (NASDAQ:KTTA) ("Pasithea" or the "Company"), a biotechnology company focused on the discovery, research and development of new and effective treatments for central nervous system ("CNS") disorders, today announced that Alfred J. Novak was appointed to its Board of Directors (the "Board"). Mr. Novak replaces Dr. Yassine Bendiabdallah, who stepped down from the Board on September 14, 2022. Mr. Novak has broad operating experience as a Chief Executive Officer and Chief Financial Officer and has served on the boards of several pharmaceutical and medical device companies. Mr. Novak brings financial acumen and ext

      9/20/22 8:00:00 AM ET
      $KTTA
      Biotechnology: Pharmaceutical Preparations
      Health Care