Auddia Inc. ownership disclosure by Iroquois Capital, Richard Abbe and Kimberly Page. The statement reports aggregate beneficial holdings that reflect exercised-limited warrants: total reported holdings include 581,421 shares (9.99%) for Richard Abbe and 350,000 shares (6.17%) for Iroquois Capital and Kimberly Page. The percentages give effect to Beneficial Ownership Blockers that prevent exercise of warrants above a 9.99% cap. The filing states 5,364,050 shares outstanding as of April 30, 2026 and that 455,981 shares are issuable on exercise of the reported warrants after applying the blockers.
Positive
None.
Negative
None.
Insights
Ownership disclosure shows capped warrant exercise and near-10% position reporting.
The filing describes a coordinated reporting group consisting of Iroquois Capital, Richard Abbe, and Kimberly Page and states the reported percentages reflect a 9.99% Beneficial Ownership Blocker. The blocker limits the exercise of both Pre-Funded Warrants and Base Warrants.
The near-9.99% threshold is material for governance and voting influence; subsequent filings will show any change if warrants are exercised or blocker thresholds shift.
Disclosure ties share counts to warrants and an exercise cap; outstanding base is provided.
The statement cites 5,364,050 shares outstanding as of April 30, 2026 and specifies 455,981 shares issuable on exercise of the Warrants after giving effect to the blockers. It also reports direct holdings of 43,904 (IMF) and 81,536 (ICIG) plus exercisable warrant amounts.
Cash‑flow treatment or timing for any exercises is not described; future filings will disclose exercises or changes in beneficial ownership.
Key Figures
Shares outstanding:5,364,050 sharesShares issuable on warrants (post-blocker):455,981 sharesRichard Abbe aggregate holdings:581,421 shares+3 more
6 metrics
Shares outstanding5,364,050 sharesas of April 30, 2026
Shares issuable on warrants (post-blocker)455,981 sharesissuable upon exercise of reported Warrants after Beneficial Ownership Blockers
Richard Abbe aggregate holdings581,421 sharesreported aggregate beneficial ownership
Abbe ownership percentage9.99%percentage after giving effect to Beneficial Ownership Blocker
Iroquois / Page ownership percentage6.17%percentage after giving effect to Beneficial Ownership Blocker
Key Terms
Beneficial Ownership Blocker, Pre-Funded Warrants, Base Warrants
3 terms
Beneficial Ownership Blockerregulatory
"The Warrants contain provisions which precludes the exercise of such Warrants to the extent that, following exercise, the holder ..."
Pre-Funded Warrantsfinancial
"pre-funded warrants held directly by IMF that are exercisable for an aggregate of up to 131,096 shares of Common Stock"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Base Warrantsfinancial
"warrants held directly by IMF that are exercisable for an aggregate of up to 175,000 shares of Common Stock"
See more from StockTitan in Google Search and AI answers.Adds StockTitan as a preferred source · opens Google
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AUDDIA INC.
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
05072K404
(CUSIP Number)
04/24/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
05072K404
1
Names of Reporting Persons
Iroquois Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
350,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
350,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
350,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.17 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Includes 306,096 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4).
SCHEDULE 13G
CUSIP Number(s):
05072K404
1
Names of Reporting Persons
Richard Abbe
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
537,517.00
6
Shared Voting Power
350,000.00
7
Sole Dispositive Power
537,517.00
8
Shared Dispositive Power
350,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
581,421.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.99 %
12
Type of Reporting Person (See Instructions)
HC, PN, IN
Comment for Type of Reporting Person: Includes 455,981 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4). As more fully described in Item 4, the Pre-Funded Warrants and Base Warrants are each subject to a 9.99% Beneficial Ownership Blocker, and the percentage set forth in row (11) gives effect to such Beneficial Ownership Blockers (as defined in Item 4). The shares reported in rows (6), (8) and (9) show the number of shares of Common Stock issuable upon exercise of such reported securities, giving effect to the Beneficial Ownership Blockers.
SCHEDULE 13G
CUSIP Number(s):
05072K404
1
Names of Reporting Persons
Kimberly Page
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
350,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
350,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
350,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.17 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Includes 306,096 shares of Common Stock issuable upon the exercise of the Warrants (as defined in Item 4).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
AUDDIA INC.
(b)
Address of issuer's principal executive offices:
1680 38th Street, Suite 130 Boulder, CO 80301
Item 2.
(a)
Name of person filing:
This statement is being filed by (i) Iroquois Capital Management LLC, a Delaware limited liability company ("Iroquois"), (ii) Richard Abbe, and (iii) Kimberly Page ("Mr. Abbe" and "Ms. Page," together with Iroquois, the "Reporting Persons").
Mr. Abbe shares authority and responsibility for the investments made on behalf of Iroquois Master Fund Ltd. ("IMF") with Ms. Kimberly Page, each of whom is a director of IMF. As such, Mr. Abbe and Ms. Page may each be deemed to be the beneficial owner of all shares of Common Stock held by IMF. Iroquois Capital is the investment advisor for IMF and Mr. Abbe is the President of Iroquois Capital. Mr. Abbe has the sole authority and responsibility for the investments made on behalf of Iroquois Capital Investment Group LLC ("ICIG"). As such, Mr. Abbe may be deemed to be the beneficial owner of all shares of Common Stock held by Iroquois Master Fund and ICIG. The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of shares of Common Stock owned by another Reporting Person. Each of the Reporting Persons disclaim beneficial ownership of these shares, except to the extent of its, his or her pecuniary interest in such shares, if any.
(b)
Address or principal business office or, if none, residence:
The principal business address for each of the Reporting Persons is 2 Overhill Road, Scarsdale, NY 10583.
(c)
Citizenship:
Iroquois Capital Management LLC is a Delaware limited liability company. Richard Abbe is an individual who is a citizen of the United States of America. Kimberly Page is an individual who is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, $0.001 par value
(e)
CUSIP Number(s):
05072K404
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of shares of securities of the Issuer beneficially owned by such Reporting Person as of the date of the event which requires filing of this statement and is incorporated herein by reference.
The Reporting Persons' ownership of the Issuer's securities includes: (i) 43,904 shares of Common Stock held directly by IMF and 81,536 shares of Common Stock held directly by ICIG; (ii) pre-funded warrants held directly by IMF that are exercisable for an aggregate of up to 131,096 shares of Common Stock and pre-funded warrants held directly by ICIG that are exercisable for an aggregate of up to 243,464 shares of Common Stock (collectively, the "Pre-Funded Warrants"), all of which are subject to a 9.99% Beneficial Ownership Blocker (as defined below); and (iii) warrants held directly by IMF that are exercisable for an aggregate of up to 175,000 shares of Common Stock and warrants held directly by ICIG that are exercisable for an aggregate of up to 325,000 shares of Common Stock (collectively, the "Base Warrants", and together with the "Pre-Funded Warrants", the "Warrants"), all of which are subject to a 9.99% Beneficial Ownership Blocker (as defined below).
The Warrants contain provisions which precludes the exercise of such Warrants to the extent that, following exercise, the holder, together with its affiliates and other attribution parties, would own more than 9.99% of the Common Stock outstanding (the "Beneficial Ownership Blockers"). The Reporting Persons are currently prohibited from exercising the Warrants to the extent that such exercise would result in beneficial ownership of more than 455,981 shares of Common Stock. The shares of Common Stock listed as beneficially owned in Rows 6, 8 and 9 of the cover page for each Reporting Person and the percentage set forth in Row 11 of the cover page for each Reporting Person give effect to the Beneficial Ownership Blockers. Consequently, as of the date of the event which requires the filing of this statement, the Reporting Persons were not able to exercise all of the Warrants due to the Beneficial Ownership Blockers.
(b)
Percent of class:
Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the securities of the Issuer beneficially owned by such Reporting Person as of the date of the event which requires filing of this statement and is incorporated herein by reference. Due to the Beneficial Ownership Blockers, the collective beneficial ownership percentage of the Reporting Persons was 9.99% as of the date of the event which requires filing of this statement. Such percentage is based on 5,364,050 shares of Common Stock of the Issuer outstanding as verified with the Issuer on April 30, 2026, and 455,981 shares of Common Stock issuable upon the exercise of the Warrants, after giving effect to the Beneficial Ownership Blockers.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
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.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Iroquois Capital Management, LLC
Signature:
/s/ Richard Abbe
Name/Title:
Richard Abbe, President
Date:
05/14/2026
Richard Abbe
Signature:
/s/ Richard Abbe
Name/Title:
Richard Abbe, President
Date:
05/14/2026
Kimberly Page
Signature:
/s/ Kimberly Page
Name/Title:
Kimberly Page
Date:
05/14/2026
Exhibit Information
Exhibit 1 Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
Iroquois Capital and Kimberly Page report 350,000 shares (6.17%) of Common Stock, which reflects shares issuable upon exercise of certain warrants after applying the 9.99% Beneficial Ownership Blocker.
How much does Richard Abbe report owning in AUUD?
Richard Abbe reports aggregate beneficial ownership of 581,421 shares (9.99%), which includes shares issuable upon exercise of Pre‑Funded Warrants and Base Warrants limited by the 9.99% blocker.
How many AUUD shares are outstanding used to calculate the percentages?
The filing states 5,364,050 shares outstanding as of April 30, 2026, and percentages reported are calculated using that outstanding share count together with exercisable warrants after blockers.
What are the Beneficial Ownership Blockers mentioned in the AUUD filing?
The Beneficial Ownership Blockers prevent exercise of warrants that would cause a holder and affiliates to exceed 9.99% of outstanding Common Stock; the filing applies this cap to calculate exercisable shares.
How many shares are issuable upon exercise of the reported warrants?
The statement specifies 455,981 shares are issuable upon exercise of the reported Pre‑Funded Warrants and Base Warrants after giving effect to the 9.99% Beneficial Ownership Blockers.
