Avidity Partners Amends Stake in Dianthus Therapeutics

Ticker: DNTH · Form: SC 13D/A · Filed: Dec 3, 2024 · CIK: 1690585

Sentiment: neutral

Topics: 13D-A, shareholder-activism, filing-amendment

Related Tickers: DTHX

TL;DR

Avidity Partners just updated their stake in Dianthus Therapeutics. Watch this space.

AI Summary

Avidity Partners Management LP, through its filing on December 3, 2024, has amended its Schedule 13D regarding Dianthus Therapeutics, Inc. The filing indicates a change in beneficial ownership, with Avidity Partners Management LP now holding a significant stake in the company. The specific percentage and number of shares are detailed within the amendment.

Why It Matters

This amendment signals a potential shift in control or influence over Dianthus Therapeutics, which could impact its strategic direction and shareholder value.

Risk Assessment

Risk Level: medium — Changes in major shareholder filings can indicate activist intentions or significant investment strategies, posing potential risks or opportunities for other investors.

Key Numbers

Key Players & Entities

FAQ

What is the specific percentage of Dianthus Therapeutics' common stock beneficially owned by Avidity Partners Management LP after this amendment?

The filing does not explicitly state the new percentage of beneficial ownership in the provided text, but it is an amendment to a Schedule 13D, indicating a change in holdings.

What was the previous beneficial ownership percentage reported by Avidity Partners Management LP for Dianthus Therapeutics?

The provided text does not contain information about the previous beneficial ownership percentage.

What is the CUSIP number for Dianthus Therapeutics, Inc. common stock?

The CUSIP number for Dianthus Therapeutics, Inc. common stock is 252828108.

What is the business address of Avidity Partners Management LP?

The business address of Avidity Partners Management LP is 2828 N HARWOOD STREET, SUITE 1220, DALLAS, TX 75201.

What is the primary business of Dianthus Therapeutics, Inc. according to its SIC code?

Dianthus Therapeutics, Inc. is in the Pharmaceutical Preparations industry, indicated by SIC code 2834.

Filing Stats: 3,934 words · 16 min read · ~13 pages · Grade level 14.3 · Accepted 2024-12-03 21:19:18

Key Financial Figures

Filing Documents

(a)

Item 1(a) Security and Issuer. Common stock, $0.001 par value of Dianthus Therapeutics, Inc. (the “Issuer” or the “Company”)

(b)

Item 1(b) Address of Issuer’s Principal Executive Offices. 7 Times Square, 43 rd Floor, New York, New York 10036

(a)

Item 2(a) Name of Person Filing. This statement is filed on behalf of each of the following person (collectively, the “Reporting Persons”): i. Avidity Partners Management LP; ii. Avidity Partners Management (GP) LLC; iii. Avidity Capital Partners Fund (GP) LP; iv. Avidity Capital Partners (GP) LLC; v. Avidity Master Fund LP; vi. Avidity Private Master Fund I LP; vii. David Witzke; and viii. Michael Gregory. The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with respect to a Reporting Persons is made by such Reporting Persons. The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein. The Reporting Persons have entered into a joint filing agreement, filed as Exhibit A to this Schedule 13D, pursuant to which the Reporting Persons agreed to file the Schedule 13D and any amendments thereto in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

(b)

Item 2(b) Address of Principal Business Office. The address of the principal business office of each of the Reporting Persons is 2828 N Harwood Street, Suite 1220, Dallas, Texas 75201.

(c)

Item 2(c) The principal business of Avidity Partners Management LP is managing investments. Avidity Partners Management (GP) LLC is the general partner of Avidity Partners Management LP. Avidity Capital Partners Fund (GP) LP serves as the general partner of private investment funds managed by Avidity Partners Management LP, including Avidity Master Fund LP and Avidity Private Master Fund I LP. Avidity Capital Partners (GP) LLC is the general partner of Avidity Capital Partners Fund (GP) LP. Mr. Gregory is the managing member of Avidity Partners Management (GP) LLC and Avidity Capital Partners (GP) LLC. Mr. Witzke has stepped down from his roles and responsibilities with respect to the other Reporting Persons as of November 29, 2024.

(d)

Item 2(d) None of the Reporting Persons have been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years.

(e)

Item 2(e) None of the Reporting Persons has been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction resulting in any judgment, decree or final order enjoining them from engaging in future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws during the last five years.

(f)

Item 2(f) Citizenship. i. Avidity Partners Management LP is a Delaware limited partnership; ii. Avidity Partners Management (GP) LLC is a Delaware limited liability company; iii. Avidity Capital Partners Fund (GP) LP is a Delaware limited partnership; iv. Avidity Capital Partners (GP) LLC is a Delaware limited liability company; v. Avidity Master Fund LP is a Cayman Islands exempted limited partnership; vi. Avidity Private Master Fund I LP is a Cayman Islands exempted limited partnership; vii. David Witzke is a citizen of the United viii. Michael Gregory is a citizen of the United States of America. Item 3 Source and Amount of Funds or Other Consideration. The funds used for the acquisition of the Common Stock and warrants to purchase Common Stock reported herein came from the working capital of private funds advised by Avidity Partners Management LP. No borrowed funds were used to purchase the Common Stock or the warrants to purchase the Common Stock, other than any borrowed funds used for working capital purposes in the ordinary course of business. Item 4 Purpose of Transaction The Reporting Persons are filing this Amendment No. 1 to report that David Witzke is no longer deemed to beneficially own the securities reported herein. Although the Reporting Persons do not have any specific plan or proposal to acquire, transfer or dispose of Common Stock at the time of this filing, consistent with their investment purpose, the Reporting Persons may, either directly or through one or more affiliates, from time to time or at any time and subject to price, market and general economic and fiscal conditions and other factors, acquire or seek to acquire additional shares of Common Stock in the open market, in privately negotiated transactions or otherwise, or dispose of or seek to dispose of all or a portion of such shares of Common Stock now owned or hereafter acquired. The Reporting Persons reserve the right to change their intention

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