Coastlands Capital LP 4

What Happened

• Coastlands Capital LP (reported as a >10% owner) exchanged 1,250,000 shares of Eloxx Pharmaceuticals common stock for 1,250,000 pre‑funded warrants on May 27, 2026. The filing reports the disposition and acquisition at $0.00 per share (transaction code J), so no cash was received or paid in connection with the exchange.

Key Details

• Transaction date: 2026-05-27; Form 4 filed: 2026-05-29 (timely within the two-business-day window).
• Reported amounts: 1,250,000 shares disposed for $0.00; 1,250,000 pre‑funded warrants acquired for $0.00.
• Shares owned after transaction: not specified in the filing (only the exchange is reported).
• Footnotes of note:
  • F1: Exchange made pursuant to an Amended and Restated Pre‑Funded Warrant dated April 27, 2026.
  • F2: Coastlands and related entities (including Coastlands Capital GP LLC and Coastlands GP) and Matthew Perry are disclosed; they filed jointly but disclaim group beneficial ownership beyond pecuniary interest.
  • F3: Pre‑funded warrants have no expiration, are immediately exercisable, but contain an ownership cap preventing exercise that would raise holdings above 4.99% of outstanding common stock.
• Transaction code: J (other acquisition/disposition — used here for an exchange of securities).

Context

• This was not a cash sale or open‑market purchase but an exchange of common stock for derivative securities (pre‑funded warrants). Pre‑funded warrants typically convert to shares on exercise; here they permit immediate exercise but include a limit to avoid exceeding 4.99% beneficial ownership.
• As a >10% institutional holder (not an executive trade), this action reflects a financing/structuring step for the holder rather than a simple buy/sell signal by company insiders.