Filing Details

Accession Number:
0001493152-25-009990
Form Type:
13D Filing
Publication Date:
2025-03-11 20:00:00
Filed By:
Ainos, Inc.
Company:
Ainos Inc.
Filing Date:
2025-03-12
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Ainos, Inc. 13,853,433 0 2,456,319 11,397,114 2,456,319 12.10%
Filing





If the filing person has previously filed a statement on Schedule 13G to report the acquisition that 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. Checkbox not checked

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).






SCHEDULE 13D



Comment for Type of Reporting Person:
1, Includes (i) 2,456,319 shares of common stock, $0.01 par value, of Ainos, Inc., a Texas corporation (the "Issuer"), owned directly by Ainos Inc., a Cayman Islands company ("Ainos KY"), (ii) 2,015,594 shares pursuant to a Voting Agreement dated January 26, 2024 (the "2024 Voting Agreement"), by and among the Issuer, Ainos Inc., and Chun-Hsien Tsai, Ting Chuan Lee, Chun-Jung Tsai, and Chung-Yi Tsai (the "Tsai Group"); (iii) 456,356 shares of common stock pursuant to a Voting Agreement dated March 7, 2024 (the "2024 Voting Agreement II") with Chih-Heng Lu; (iv) 3,148,788 shares pursuant to a Voting Agreement dated May 3, 2024 between Ainos KY and ASE Test, Inc. ("ASE Test" and the "ASE Voting Agreement") (with the 3,148,788 ASE Test shares consisting of the following (a) 29,411 shares owned by ASE Test, (b) 499,377 shares issuable to ASE Test upon conversion of outstanding convertible notes of the Issuer (c) 2,120,000 shares issuable to ASE Test upon conversion of a convertible note of the Issuer issuable within 60 days), and (d) 500,000 shares issuable to ASE Test upon exercise of warrants to purchase 500,000 shares of the Issuer with ASE Test, (v) 5,500,000 shares pursuant to a Voting Agreement dated August 15, 2024 between Ainos KY and Taiwan Carbon Nano Technology Corporation, and (vi) 276,376 shares pursuant to a Voting Agreement dated March 10, 2025 between Ainos KY and Hsin-Liang Lee (the "2025 Voting Agreement"). 2 Represents beneficial ownership of 2,456,319 shares of common stock of the Issuer, consisting of 2,456,319 shares owned directly by Ainos KY and excludes (i) 2,015,594 shares pursuant to the 2024 Voting Agreement; (ii) 456,356 shares of common stock pursuant to the 2024 Voting Agreement II; (iii) 3,148,788 shares pursuant to the ASE Voting Agreement as detailed in Note 1, (iv) 5,500,000 shares pursuant to a Voting Agreement dated August 15, 2024 between Ainos KY and Taiwan Carbon Nano Technology Corporation, and (v) 276,376 shares pursuant to the 2025 Voting Agreement. 3 Based on the sum of (i) 15,433,257 shares of Common Stock outstanding as of March 7, 2025 as set forth in the Annual Report on Form 10-K of the Issuer filed with the SEC on March 7, 2025, (ii) 1,752,500 shares of common stock granted and vested on March 10, 2025 as special stock awards, which were approved by the shareholders of Ainos, Inc. on September 27, 2024, and (iii) 3,119,377 total shares issuable to ASE Test upon conversion of outstanding convertible note and exercisable warrant of the Issuer. This Amendment No. 10 to Schedule 13D ("Amendment No. 10") amends and supplements the Schedule 13D dated April 28, 2021 (the "Original Statement"), as amended and restated by Amendment No. 1 dated December 13, 2023, as amended by Amendment No. 2 dated March 8, 2022, as amended by Amendment No. 3 dated September 2, 2022, as amended by Amendment No. 4 dated August 15, 2023, as amended by Amendment No. 5 dated January 29, 2024, as amended by Amendment No. 6 dated March 11, 2024, as amended by Amendment No. 7 dated May 6, 2024, as amended by Amendment No.8 dated August 20, 2024, as amended by Amendment No.9 dated November 26, 2024 (the Original Statement, as so amended shall be known as the "Statement"), with respect to the (i) the common stock, par value $0.01 per share (the "Common Stock"), of the Issuer. Unless otherwise indicated, all capitalized terms used herein shall have the same meaning as set forth in the Statement. Except as set forth below, there are no changes to the information set forth in the Statement. Items 2, 3, 4, 5 and 6 of the Statement are hereby amended as follows:


SCHEDULE 13D

 
Ainos, Inc.
 
Signature:/s/ Chun-Hsien Tsai
Name/Title:Chun-Hsien Tsai Director and CEO
Date:03/12/2025