SCHEDULE 13G 0001769419 XXXXXXXX LIVE Common Stock, par value $0.001 per share 11/07/2024 0001643301 Avenir Wellness Solutions, Inc. 23127P104 15233 Ventura Blvd., Suite 420 Sherman Oaks CA 91403 Rule 13d-1(c) Ionic Ventures, LLC a CA 0.00 8306000.00 0.00 8306000.00 8306000.00 N 9.5 OO As more fully described in Item 4 of this Statement on Schedule 13G (this ''Schedule 13G''), such shares and percentage are based on 87,231,168 shares of the issuer's common stock, par value $0.001 per share (the ''Common Stock''), outstanding as of the date of this Schedule 13G, which includes the 78,925,168 shares of Common Stock outstanding disclosed in the issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, filed by the issuer with the U.S. Securities and Exchange Commission on November 19, 2024 (the ''Form 10-Q'') and gives effect to the issuance of an aggregate of 8,306,000 shares of Common Stock to the reporting person subsequent to the date of the Form 10-Q. Ionic Management, LLC a DE 0.00 8306000.00 0.00 8306000.00 8306000.00 N 9.5 OO As more fully described in Item 4 of this Schedule 13G, such shares and percentage are based on 87,231,168 shares of Common Stock outstanding as of the date of this Schedule 13G, which includes the 78,925,168 shares of Common Stock outstanding disclosed in the Form 10-Q and gives effect to the issuance of an aggregate of 8,306,000 shares of Common Stock to the reporting person subsequent to the date of the Form 10-Q. Brendan O'Neil a X1 0.00 8306000.00 0.00 8306000.00 8306000.00 N 9.5 IN As more fully described in Item 4 of this Schedule 13G, such shares and percentage are based on 87,231,168 shares of Common Stock outstanding as of the date of this Schedule 13G, which includes the 78,925,168 shares of Common Stock outstanding disclosed in the Form 10-Q and gives effect to the issuance of an aggregate of 8,306,000 shares of Common Stock to the reporting person subsequent to the date of the Form 10-Q. Keith Coulston a X1 0.00 8306000.00 0.00 8306000.00 8306000.00 N 9.5 IN As more fully described in Item 4 of this Schedule 13G, such shares and percentage are based on 87,231,168 shares of Common Stock outstanding as of the date of this Schedule 13G, which includes the 78,925,168 shares of Common Stock outstanding disclosed in the Form 10-Q and gives effect to the issuance of an aggregate of 8,306,000 shares of Common Stock to the reporting person subsequent to the date of the Form 10-Q. Avenir Wellness Solutions, Inc. 15233 Ventura Blvd., Suite 420, Sherman Oaks, CA 91403 (i) Ionic Ventures LLC, a California limited liability company ("Ionic"); (ii) Ionic Management, LLC, a Delaware limited liability company ("Ionic Management"); (iii) Brendan O'Neil ("Mr. O'Neil"); and (iv) Keith Coulston ("Mr. Coulston"). The foregoing persons are hereinafter collectively referred to as the "Reporting Persons". Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 1 to this Statement on Schedule 13G (this ''Schedule 13G''), pursuant to which such Reporting Persons have agreed to file this Schedule 13G and all subsequent amendments to the Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act. The filing of this Schedule 13G should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the shares of common stock, par value $0.001 per share, of the issuer (the "Common Stock") reported herein. The principal business address of each of the Reporting Persons is 3053 Fillmore St, Suite 256, San Francisco, CA 94123. Ionic is a limited liability company organized under the laws of the State of California. Ionic Management is a limited liability company organized under the laws of the State of Delaware. Each of Mr. O'Neil and Mr. Coulston is a citizen of the United States. Y The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Schedule 13G and is incorporated herein by reference for each such Reporting Person. The ownership percentages reported are based on 87,231,168 shares of Common Stock outstanding as of the date of this Schedule 13G, which includes the 78,925,168 shares of Common Stock outstanding as of November 19, 2024, as set forth in the issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, filed by the issuer with the U.S. Securities and Exchange Commission on November 19, 2024 (the "Form 10-Q"), and gives effect to the issuance of an aggregate of 8,306,000 shares of Common Stock to Ionic subsequent to the date of the Form 10-Q. Ionic is the beneficial owner of 8,306,000 shares of Common Stock (the "Shares"). Ionic has the power to dispose of and the power to vote the Shares beneficially owned by it, which power may be exercised by its manager, Ionic Management. Each of the managers of Ionic Management, Mr. O'Neil and Mr. Coulston, has shared power to vote and/or dispose of the Shares beneficially owned by Ionic and Ionic Management. Neither Mr. O'Neil nor Mr. Coulston directly owns the Shares. By reason of the provisions of Rule 13d-3 of the Act, each of Mr. O'Neil and Mr. Coulston may be deemed to beneficially own the Shares which are beneficially owned by each of Ionic and Ionic Management, and Ionic Management may be deemed to beneficially own the Shares which are beneficially owned by Ionic. 9.5 (i) Ionic: 0.00 (ii) Ionic Management: 0.00 (iii) Mr. O'Neil: 0.00 (iv) Mr. Coulston: 0.00 (i) Ionic: 8,306,000.00 (ii) Ionic Management: 8,306,000.00 (iii) Mr. O'Neil: 8,306,000.00 (iv) Mr. Coulston: 8,306,000.00 (i) Ionic: 0.00 (ii) Ionic Management: 0.00 (iii) Mr. O'Neil: 0.00 (iv) Mr. Coulston: 0.00 (i) Ionic: 8,306,000.00 (ii) Ionic Management: 8,306,000.00 (iii) Mr. O'Neil: 8,306,000.00 (iv) Mr. Coulston: 8,306,000.00 Y Y Y N See Exhibit 1 filed herewith. Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. See Exhibit 1 filed herewith. Ionic Ventures, LLC /s/ Ionic Ventures, LLC 01/10/2025 Ionic Management, LLC /s/ Ionic Management, LLC 01/10/2025 Brendan O'Neil /s/ Brendan O'Neil 01/10/2025 Keith Coulston /s/ Keith Coulston 01/10/2025