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:
The aggregate amount of shares of Common Stock beneficially owned is 16,934,262 shares of direct ownership by Mr. McEwen. On September 16, 2025, Mr. McEwen exercised 375,000 non-compensatory stock options to purchase 375,000 shares of Common Stock of the Company, which shares are included in this amount. Based on the 43,566,814 shares of Common Stock of the Company outstanding as of August 14, 2025, as reported in the Quarterly Report of the Company for the quarter ended June 30, 2025, which was filed with the United States Securities and Exchange Commission on August 19, 2025, together with 1,591,666 shares underlying vested incentive stock options that can be exercised within 60 days and which are owned by others, and including the 375,000 shares acquired by Mr. McEwen on the exercise of the above referenced non-compensatory stock options, the present outstanding shares utilized for the percentage of Mr. McEwen's beneficial ownership stated herein amounts to an aggregate total of 45,533,480 shares.


SCHEDULE 13D


 
McEwen David S
 
Signature:/s/ D. Sean McEwen
Name/Title:D. Sean McEwen
Date:09/17/2025