EGAIN Corp — Major Shareholding Notification 2025

Nov 14, 2025

xml version="1.0" encoding="UTF-8"? SCHEDULE 13D/A 0000921895-23-000931 Field: Pseudo-Tag; ID: Name; Data: Philotimo Fund, LP 0001688522 XXXXXXXX LIVE 6 Common Stock, par value $0.001 per share 11/13/2025 true 0001066194 28225C806 EGAIN Corp 1252 Borregas Avenue Sunnyvale CA 94089 MR. DAVID L. KANEN 631-863-3100 KANEN WEALTH MANAGEMENT, LLC 6810 Lyons Technology Circle, Suite 160 Coconut Creek FL 33073 0001688522 N Philotimo Fund, LP a WC N DE 0.00 617201.00 0.00 617201.00 617201.00 N 2.28 PN 0001962162 N Philotimo Focused Growth & Income Fund a WC N DE 0.00 460591.00 0.00 460591.00 460591.00 N 1.70 OO 0001681614 N Kanen Wealth Management LLC a AF OO N FL 0.00 1172511.00 0.00 1172511.00 1172511.00 N 4.34 IA 0001681743 N Kanen David a AF PF OO Y X1 14439.00 1172511.00 14439.00 1172511.00 1186950.00 N 4.39 IN Common Stock, par value $0.001 per share EGAIN Corp 1252 Borregas Avenue Sunnyvale CA 94089 Explanatory Note: The following constitutes Amendment No. 6 to the Schedule 13D filed by the undersigned ("Amendment No. 5"). This Amendment No. 6 amends the Schedule 13D as specifically set forth herein. Unless otherwise defined herein, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D. Item 3 is hereby amended and restated to read as follows: The Shares purchased by Philotimo were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by PHLOX were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by KWM on behalf of the Managed Accounts were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The aggregate purchase price of the 617,201 Shares beneficially owned by Philotimo is approximately $4,246,343, including brokerage commissions. The aggregate purchase price of the 460,591 Shares beneficially owned by PHLOX is approximately $3,395,839 including brokerage commissions. The aggregate purchase price of the 94,719 Shares held in the Managed Accounts is approximately $714,100, including brokerage commissions. The aggregate purchase price of the 14,439 Shares beneficially owned by Mr. Kanen is approximately $127,085, including brokerage commissions. Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 27,051,157 Shares outstanding as of November 7, 2025, as reported in the Issuer's Form 8-K filed with the SEC on November 12, 2025. A. Philotimo As of the close of business on November 13, 2025, Philotimo beneficially owned 617,201 Shares. Percentage: Approximately 2.28% B. PHLOX As of the close of business on November 13, 2025, PHLOX beneficially owned 460,591 Shares. Percentage: Approximately 1.70% C. KWM As of the close of business on November 13, 2025, KWM beneficially owned 1,172,511 Shares, consisting of (a) the 617,201 Shares owned directly by Philotimo, which KWM may be deemed to beneficially own as the general partner of Philotimo, (b) the 460,591 Shares owned directly by PHLOX, which KWM may be deemed to beneficially own as the investment manager of PHLOX and (c) the 94,719 Shares held in the Managed Accounts, which KWM may be deemed to beneficially own as the investment manager of the Managed Accounts. Percentage: Approximately 4.34% D. Mr. Kanen As of the close of business on November 13, 2025, Mr. Kanen beneficially owned 1,186,950 Shares, consisting of (a) the 14,439 Shares owned directly by Mr. Kanen, (b) the 617,201 Shares owned directly by Philotimo, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM, (c) the 460,591 Shares owned directly by PHLOX, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM, and (d) the 94,719 Shares held in the Managed Accounts, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM. Percentage: Approximately 4.39%. Each Reporting Person is a member of a "group" with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, and such group may be deemed to beneficially own the 1,186,950 Shares beneficially owned in the aggregate by all the Reporting Persons, constituting approximately 4.39% of the outstanding Shares. Each Reporting Person disclaims beneficial ownership of the Shares that he or it does not directly own. Item 5(b) is hereby amended and restated to read as follows: A. Philotimo 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 617,201 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 617,201 B. PHLOX 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 460,591 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 460,591 C. KWM 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 1,172,511 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 1,172,511 D. Mr. Kanen 1. Sole power to vote or direct vote: 14,439 2. Shared power to vote or direct vote: 1,172,511 3. Sole power to dispose or direct the disposition: 14,439 4. Shared power to dispose or direct the disposition: 1,172,511 Item 5(c) is hereby amended and restated to read as follows: A. Philotimo The transactions in the Shares by Philotimo during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. All such transactions were effected in the open market. B. PHLOX The transactions in the Shares by PHLOX during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. All such transactions were effected in the open market. C. KWM The transactions in the Shares by KWM during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. All such transactions were effected in the open market. D. Mr. Kanen The transactions in the Shares by Mr. Kanen during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. All such transactions were effected in the open market. As of November 13, 2025, the Reporting Person ceased to be the beneficial owner of more than five percent of the Issuer's outstanding Common Stock. This Amendment constitutes the Reporting Person's final amendment to Schedule 13D unless and until beneficial ownership again exceeds five percent. Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities Philotimo Fund, LP /s/ David L. Kanen David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its general partner 11/13/2025 Philotimo Focused Growth & Income Fund /s/ David L. Kanen David L. Kanen, Managing Member of Kanen Wealth Management, LLC, its investment adviser 11/13/2025 Kanen Wealth Management LLC /s/ David L. Kanen David L. Kanen, Managing Member 11/13/2025 Kanen David /s/ David L. Kanen David L. Kanen 11/13/2025