SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)*


Sharps Technology, Inc.
(Name of Issuer)


Common Stock, par value $0.0001 per share
(Title of Class of Securities)


82003F309
(CUSIP Number)


Brian Crist
FalconX Holdings Limited, 1850 Gateway Drive, 6th Floor
San Mateo, CA, 94404
650-200-0698


Justin Smith, Esq.
Goodwin Procter LLP, 601 S. Figueroa St., Suite 4100
Los Angeles, CA, 90017
213-426-2649


Leonard Wood, Esq.
Goodwin Procter LLP, The NYT Building, 620 Eighth Avenue
New York, NY, 10018
212-459-7058
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
01/09/2026
(Date of Event Which Requires Filing of This Statement)


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. ☐

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/A
CUSIP No.
82003F309


1 Name of reporting person

Solios, Inc.
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

WC
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 10,665,460.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 10,665,460.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

10,665,460.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

14.9 %
14 Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: (1) The number of shares in rows 7, 9, and 11 consists of (i) 461,538 shares of Common Stock; (ii) Cryptocurrency Pre-Funded Warrants exercisable for 4,871,192 shares of Common Stock; (iii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock; and (iv) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock. Each of the foregoing warrants became exercisable upon receipt of stockholder approval on October 14, 2025. The Cryptocurrency Pre-Funded Warrants are subject to a 9.99% beneficial ownership limitation that restricts exercise to the extent such exercise would result in Solios, Inc. ("Solios") beneficially owning more than 9.99% of the Issuer's outstanding Common Stock. Because the shares underlying the Cash Stapled Warrants and Cryptocurrency Stapled Warrants alone exceed such limitation, no shares issuable upon exercise of the Pre-Funded Warrants are included in the beneficial ownership of Solios as reported in Row 13 of the table. The Cash Stapled Warrants and Cryptocurrency Stapled Warrants are not subject to any beneficial ownership limitation and are exercisable within 60 days for purposes of Rule 13d-3(d)(1)(i). Accordingly, the shares underlying such warrants are included in Solios's beneficial ownership. Solios may be deemed to beneficially own an aggregate of 5,794,268 shares of the Issuer's Common Stock, representing approximately 14.9% of the outstanding shares of Common Stock. (2) The percent of class set forth in row 13 was calculated based on 33,363,003 shares of the Issuer's Common Stock outstanding as of January 20, 2026, as reported to the Reporting Person by the Issuer, and includes shares of Common Stock issuable upon exercise of (i) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock; and (ii) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock, each exercisable within 60 days for purposes of Rule 13d-3(d)(1)(i).


SCHEDULE 13D/A
CUSIP No.
82003F309


1 Name of reporting person

FalconX Alpha, Inc.
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

AF
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 10,665,460.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 10,665,460.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

10,665,460.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

14.9 %
14 Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: (1) The number of shares in rows 7, 9, and 11 consists of (i) 461,538 shares of Common Stock; (ii) Cryptocurrency Pre-Funded Warrants exercisable for 4,871,192 shares of Common Stock; (iii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock; and (iv) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock. Each of the foregoing warrants became exercisable upon receipt of stockholder approval on October 14, 2025. The Cryptocurrency Pre-Funded Warrants are subject to a 9.99% beneficial ownership limitation that restricts exercise to the extent such exercise would result in Solios, Inc. ("Solios"), together with any of its affiliates, beneficially owning more than 9.99% of the Issuer's outstanding Common Stock. Because the shares underlying the Cash Stapled Warrants and Cryptocurrency Stapled Warrants alone exceed such limitation, no shares issuable upon exercise of the Pre-Funded Warrants are included in the beneficial ownership of the FalconX Alpha, Inc. ("FalconX Alpha") as reported in Row 13 of the table. The Cash Stapled Warrants and Cryptocurrency Stapled Warrants are not subject to any beneficial ownership limitation and are exercisable within 60 days for purposes of Rule 13d-3(d)(1)(i). Accordingly, the shares underlying such warrants are included in the FalconX Alpha's beneficial ownership. may be deemed to beneficially own an aggregate of 5,794,268 shares of the Issuer's Common Stock, representing approximately 14.9% of the outstanding shares of Common Stock. (2) The percent of class set forth in row 13 was calculated based on 33,363,003 shares of the Issuer's Common Stock outstanding as of January 20, 2026, as reported to the Reporting Person by the Issuer, and includes shares of Common Stock issuable upon exercise of (i) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock; and (ii) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock, each exercisable within 60 days for purposes of Rule 13d-3(d)(1)(i).


SCHEDULE 13D/A
CUSIP No.
82003F309


1 Name of reporting person

MNNC Capital Digital Asset Opportunities Master Fund LP
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

WC
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 461,538.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 461,538.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

461,538.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

1.4 %
14 Type of Reporting Person (See Instructions)

PN



SCHEDULE 13D/A
CUSIP No.
82003F309


1 Name of reporting person

MNNC Capital Digital Opportunities BTC Master Fund LP
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

WC
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 307,692.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 307,692.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

307,692.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

0.9 %
14 Type of Reporting Person (See Instructions)

PN



SCHEDULE 13D/A
CUSIP No.
82003F309


1 Name of reporting person

MNNC Capital GP LLC
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

AF
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 769,230.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 769,230.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

769,230.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

2.3 %
14 Type of Reporting Person (See Instructions)

OO



SCHEDULE 13D/A
CUSIP No.
82003F309


1 Name of reporting person

Monarch Digital, Inc.
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

AF
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 769,230.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 769,230.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

769,230.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

2.3 %
14 Type of Reporting Person (See Instructions)

CO



SCHEDULE 13D/A
CUSIP No.
82003F309


1 Name of reporting person

FalconX Holdings Limited
2 Check the appropriate box if a member of a Group (See Instructions)

☐  (a)
☒  (b)
3SEC use only
4 Source of funds (See Instructions)

AF
5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

☐
6 Citizenship or place of organization

CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
7 Sole Voting Power: 11,434,690.00
8 Shared Voting Power: 0.00
9 Sole Dispositive Power: 11,434,690.00
10 Shared Dispositive Power: 0.00
11 Aggregate amount beneficially owned by each reporting person

11,434,690.00
12 Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

☐
13 Percent of class represented by amount in Row (11)

16.5 %
14 Type of Reporting Person (See Instructions)

HC

Comment for Type of Reporting Person: (1) The number of shares in rows 7, 9, and 11 consists of: (i) 461,538 shares of Common Stock held by Solios, Inc. ("Solios"); (ii) Cryptocurrency Pre-Funded Warrants exercisable for 4,871,192 shares of Common Stock held by Solios; (iii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock held by Solios; (iv) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock held by Solios; (v) 461,538 shares of Common Stock held by MNNC Capital Digital Asset Opportunities Master Fund LP ("MNNC Master Fund"); (vi) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock held by MNNC Master Fund; (vii) 461,538 shares of Common Stock held by MNNC Capital Digital Opportunities BTC Master Fund LP ("MNNC BTC Master Fund"); (viii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock held by MNNC BTC Master Fund. Each of the foregoing warrants became exercisable upon receipt of stockholder approval on October 14, 2025. The Cryptocurrency Pre-Funded Warrants are subject to a 9.99% beneficial ownership limitation that restricts exercise to the extent such exercise would result in FalconX Holdings Limited ("FalconX Holdings") together with any of its affiliates, beneficially owning more than 9.99% of the Issuer's outstanding Common Stock. Because the shares underlying the Cash Stapled Warrants and Cryptocurrency Stapled Warrants alone exceed such limitation, no shares issuable upon exercise of the Pre-Funded Warrants are included in the beneficial ownership as reported in Row 13 of the table. The Cash Stapled Warrants and Cryptocurrency Stapled Warrants are not subject to any beneficial ownership limitation and are exercisable within 60 days for purposes of Rule 13d-3(d)(1)(i). Accordingly, the shares underlying such warrants are included in the beneficial ownership and FalconX Holdings may be deemed to beneficially own an aggregate of 6,563,498 shares of the Issuer's Common Stock, representing approximately 16.5% of the outstanding shares of Common Stock. (2) The percent of class set forth in row 13 was calculated based on 33,363,003 shares of the Issuer's Common Stock outstanding as of January 20, 2026, as reported to the Reporting Person by the Issuer, and includes shares of Common Stock issuable upon exercise of (i) (i) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock held by Solios; (ii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock held by MNNC Master Fund; and (iii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock held by MNNC BTC Master Fund, each exercisable within 60 days for purposes of Rule 13d-3(d)(1)(i).



SCHEDULE 13D/A

Item 1.Security and Issuer
(a) Title of Class of Securities:

Common Stock, par value $0.0001 per share
(b) Name of Issuer:

Sharps Technology, Inc.
(c) Address of Issuer's Principal Executive Offices:

105 Maxess Road, Suite 124, Melville, NEW YORK , 11747.
Item 1 Comment: This Amendment No. 1 ("Amendment No. 1") to the Schedule 13D filed on February 13, 2026, (the "Schedule 13D") is filed by the Reporting Persons to amend and supplement the Schedule 13D as set forth below. Except as expressly amended hereby, all information set forth in the Schedule 13D remains unchanged. This Amendment No. 1 is being filed to reflect a material change in beneficial ownership and related transactions.
Item 4.Purpose of Transaction
 
Item 4(a) is hereby amended and restated in its entirety as follows. The securities were acquired for investment purposes. The Reporting Persons entered into the transaction to obtain an equity position in the Issuer and exposure to the Issuer's business and growth prospects, including through the potential exercise of the warrants described above. As of the date of this filing, the Reporting Persons have engaged and intend to continue to engage in discussions with management and members of the board of directors of the Issuer regarding the Issuer's business, financial condition, operations, corporate governance, and strategic direction. Such discussions have related to, and may continue to relate to, among other things, potential changes to the composition of the Issuer's board of directors and management, as well as potential changes to the Issuer's business strategy and corporate structure. Except as described in this Schedule 13D, the Reporting Persons do not currently have any plans or proposals that relate to or would result in: (i) any extraordinary corporate transaction involving the Issuer, including a merger, reorganization, or liquidation; (ii) any sale or transfer of a material amount of the Issuer's assets; (iii) any change in the present board of directors or management of the Issuer; (iv) any material change in the Issuer's capitalization or dividend policy, or financing structure; (v) any other material change in the Issuer's business or corporate structure; (vi) any changes in the Issuer's charter, bylaws, or other governing documents; or (vii) causing the Issuer's securities to be delisted from a national securities exchange or cease to be registered under the Securities Exchange Act of 1934 ("Act"). The Reporting Persons may, from time to time, review their investment in the Issuer and take such actions as they deem appropriate based on market conditions, the Issuer's performance, business prospects, and other factors, which may include acquiring additional securities of the Issuer, exercising warrants, disposing of some or all of their securities, or otherwise modifying their investment position. The foregoing description of the Reporting Persons' purposes and intentions is subject to change at any time, and the Reporting Persons reserve the right to engage in discussions with the Issuer, its management, its board of directors, or other shareholders, or to consider or pursue any of the actions described above, subject to applicable law. Other than the discussions described above, the Reporting Persons are not party to any agreement, arrangement, or understanding with respect to any of the matters described in this Item 4. On January 9, 2026, Solios, Inc. exercised its Cash Pre-Funded Warrants and acquired 461,538 shares of Common Stock of the Issuer. In addition, in January 2026, the MNNC Funds disposed of certain shares of Common Stock in open-market transactions, as described in Item 5 below.
Item 5.Interest in Securities of the Issuer
(a)
Item 5(a) is hereby amended and supplemented as follows. Unless otherwise indicated, the percentage ownership calculations below are based on 33,363,003 shares of the Issuer's Common Stock outstanding as of January 20, 2026, as reported to the Reporting Persons by the Issuer. On January 9, 2026, Solios exercised its Cash Pre-Funded Warrants on a cashless basis resulting in the acquisition of 461,538 shares of Common Stock. Following such exercise, Solios held the following securities of the Issuer: (i) 461,538 shares of the Issuer's Common Stock; (ii) Cryptocurrency Pre-Funded Warrants exercisable for 4,871,192 shares of Common Stock; (iii) Cash Stapled Warrants exercisable for 461,538 shares of Common Stock; and (iv) Cryptocurrency Stapled Warrants exercisable for 4,871,192 shares of Common Stock. As a result, following the transaction described above, Solios, Inc. may be deemed to beneficially own an aggregate of 5,794,268 shares of Common Stock, representing approximately 14.9% of the Issuer's outstanding Common Stock. On January 9, 2026, MNNC Master Fund sold 269,321 shares of Common Stock at a price of $1.9253 per share. On January 12, 2026, MNNC Master Fund sold an additional 192,307 shares of Common Stock at a price of $1.9653 per share. Following these transactions, MNNC Master Fund held no shares of the Issuer's Common Stock and held Cash Stapled Warrants exercisable for 461,538 shares of Common Stock. As a result, following the transactions described above, MNNC Master Fund may be deemed to beneficially own 461,538 shares of Common Stock, representing approximately 1.4% of the Issuer's outstanding Common Stock. On January 9, 2026, MNNC BTC Master Fund sold 260,411 shares of Common Stock at a price of $1.9253 per share. On January 12, 2026, MNNC BTC Master Fund sold an additional 47,281 shares of Common Stock at a price of $1.9653 per share. Following these transactions, MNNC BTC Master Fund held no shares of the Issuer's Common Stock and held Cash Stapled Warrants exercisable for 307,692 shares of Common Stock. As a result, following the transactions described above, MNNC BTC Master Fund may be deemed to beneficially own 307,692 shares of Common Stock, representing approximately 0.9% of the Issuer's outstanding Common Stock. FalconX Alpha, as the sole stockholder of Solios, may be deemed to beneficially own the securities reported herein as directly owned by Solios. MNNC GP, as the general partner of the MNNC Funds, may be deemed to beneficially own the securities reported herein as indirectly beneficially owned by the MNNC Funds. Monarch Digital, as the holder of a majority of the voting equity of MNNC GP, may be deemed to beneficially own the securities reported herein as indirectly beneficially owned by MNNC GP. FalconX Holdings, as the sole stockholder of each of FalconX Alpha and Monarch Digital, may be deemed to beneficially own the securities reported herein as indirectly beneficially owned by each of FalconX Alpha and Monarch Digital.
(b)
The information set forth in rows (7) through (10) of the cover pages and Item 5(a) of this Schedule 13D is incorporated by reference into this Item 5(b).
(c)
Except as described above, no Reporting Person has effected any transactions in the Common Stock of the Issuer during the past 60 days.
(d)
Except as described herein, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities covered by this statement.
(e)
Not applicable.

    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.

 
Solios, Inc.
 Signature:/s/ Matthew Whaley
 Name/Title:Matthew Whaley, its Vice President, Treasurer
 Date:02/13/2026
 
FalconX Alpha, Inc.
 Signature:/s/ Matthew Whaley
 Name/Title:Matthew Whaley, its Vice President, Treasurer
 Date:02/13/2026
 
MNNC Capital Digital Asset Opportunities Master Fund LP
 Signature:/s/ Shiliang Tang
 Name/Title:Shiliang Tang, its director
 Date:02/13/2026
 
MNNC Capital Digital Opportunities BTC Master Fund LP
 Signature:/s/ Shiliang Tang
 Name/Title:Shiliang Tang, its director
 Date:02/13/2026
 
MNNC Capital GP LLC
 Signature:/s/ Shiliang Tang
 Name/Title:Shiliang Tang, its director
 Date:02/13/2026
 
Monarch Digital, Inc.
 Signature:/s/ Ben Grigus
 Name/Title:Ben Grigus, its Senior Director, Corporate Development
 Date:02/13/2026
 
FalconX Holdings Limited
 Signature:/s/ Brian Crist
 Name/Title:Brian Crist, its Secretary
 Date:02/13/2026