Alumni Capital LP, Alumni Capital GP LLC and Ashkan Mapar are reported as holding a 9.99% stake in Nexalin Technology, equal to 2,493,075 shares. The position matters to investors because it is classified as passive, while purchase agreements and warrants limit beneficial ownership to no more than 9.99%.

Key Highlights

  • Alumni Capital LP currently owns 2,419,354 Nexalin Technology common shares and has Warrant rights for 73,721 additional shares.
  • The ownership calculation used 22,462,632 Nexalin shares outstanding as of August 14, 2026, alongside 2,419,354 shares acquired under the purchase agreement.
  • The purchase agreements and warrants were dated 08/19/2026 and permit changes to the ownership ceiling only through written agreement, without exceeding 9.99%.

Alumni Capital LP is the fund, Alumni Capital GP LLC serves as its general partner, and Ashkan Mapar is the controlling person of the general partner. The position relates to securities acquired or potentially acquirable under agreements and warrants dated 08/19/2026. The reporting persons certified that the stake was not acquired or held to change or influence Nexalin Technology (NASDAQ: NXL)’s control.

Alumni Capital’s Reported Position

The fund is a Delaware limited partnership, the general partner is a Delaware Limited Liability company, and Mapar is a U.S. citizen. Each reporting person is associated with 2,493,075 shares and a 9.99% interest in Nexalin Technology.

The ownership is classified as passive. The certification excludes any Acquisition or holding purpose connected with changing or influencing control of Nexalin Technology, other than activities solely related to a nomination under the cited rule.

Purchase Agreements Set Ceiling

The reported securities are connected to a Securities Purchase Agreement, an Any Market Purchase Agreement, a common warrant and a pre-funded warrant, all dated 08/19/2026. The agreements involve Alumni Capital LP and Nexalin Technology.

The warrant terms prevent Alumni Capital LP from acquiring shares that, together with shares held by the fund and its affiliates, would push beneficial ownership above 9.99%. The purchase agreements carry the same ownership restriction.

The fund and Nexalin Technology may change the ownership limitation through written agreement, but any revised percentage cannot exceed 9.99%. Nexalin Technology may also require the fund to purchase shares under the purchase agreements, subject to their stated terms, conditions and ownership limitation.

Shares And Warrant Rights

The ownership percentage was calculated using 22,462,632 Nexalin Technology common shares outstanding as of August 14, 2026. The calculation also included 2,419,354 shares acquired under the Securities Purchase Agreement, as well as shares that could be acquired at Nexalin Technology’s direction or through warrant exercise within the ownership limitation.

Alumni Capital LP currently owns 2,419,354 shares. The joint certifications were signed by Ashkan Mapar for all three reporting persons on 08/26/2026.

Source(s)

  • https://www.sec.gov/Archives/edgar/data/1527352/000121390026094115/primary_doc.xml