5AM Ventures VI Amends Enliven Therapeutics Stake

TL;DR

5AM Ventures VI just updated their Enliven Therapeutics holdings - big player making moves.

AI Summary

On July 29, 2024, 5AM Ventures VI, L.P. filed an amendment (No. 5) to its Schedule 13D regarding Enliven Therapeutics, Inc. The filing indicates a change in beneficial ownership, with 5AM Ventures VI, L.P. and its affiliates now holding a significant stake in the company. The filing does not specify the exact number of shares or dollar amounts involved in this amendment.

Why It Matters

This filing signals a potential shift in control or influence over Enliven Therapeutics, Inc. by a major investment firm, which could impact the company's strategic direction and future performance.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate shifts in investor sentiment or strategy, potentially affecting stock price and company direction.

Key Players & Entities

• 5AM Ventures VI, L.P. (company) — Filing entity
• Enliven Therapeutics, Inc. (company) — Subject company
• 5AM Venture Management, LLC (company) — Affiliated entity
• Paul A. Stone (person) — Contact person for 5AM Venture Management, LLC
• IMARA Inc. (company) — Former company name of Enliven Therapeutics, Inc.

FAQ

Key Financial Figures

• $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securiti
• $24.65 — ket transactions at prices ranging from $24.65 to $25.27 per share (a weighted-average
• $25.27 — ctions at prices ranging from $24.65 to $25.27 per share (a weighted-average price of
• $24.96 — per share (a weighted-average price of $24.96 per share). On July 15, 2024, Ventures
• $25.23 — ctions at prices ranging from $24.65 to $25.23 per share (a weighted-average price of
• $24.82 — per share (a weighted-average price of $24.82 per share). On July 16, 2024, Ventures
• $25.00 — ket transactions at prices ranging from $25.00 to $24.40 per share (a weighted-average
• $24.40 — ctions at prices ranging from $25.00 to $24.40 per share (a weighted-average price of
• $25.06 — per share (a weighted-average price of $25.06 per share). On July 25, 2024, Ventures
• $24.78 — ctions at prices ranging from $24.65 to $24.78 per share (a weighted-average price of
• $24.66 — per share (a weighted-average price of $24.66 per share). Item 5. Interest in Securi

Filing Documents

• tm2420416d1_sc13da.htm (SC 13D/A) — 110KB
• 0001104659-24-083627.txt ( ) — 112KB

Purpose of Transaction

Item 4. Purpose of Transaction

of the Original Schedule 13D is hereby

Item 4 of the Original Schedule 13D is hereby amended and supplemented by adding the following paragraphs at the end of Item 4: On July 12, 2024, Ventures VI sold an aggregate of 66,750 shares of Common Stock and Opportunities sold an aggregate of 13,250 shares of Common Stock each in open market transactions at prices ranging from $24.65 to $25.27 per share (a weighted-average price of $24.96 per share). On July 15, 2024, Ventures VI sold an aggregate of 125,156 shares of Common Stock and Opportunities sold an aggregate of 24,844 shares of Common Stock each in open market transactions at prices ranging from $24.65 to $25.23 per share (a weighted-average price of $24.82 per share). On July 16, 2024, Ventures VI sold an aggregate of 5,459 shares of Common Stock and Opportunities sold an aggregate of 1,084 shares of Common Stock each in open market transactions at prices ranging from $25.00 to $24.40 per share (a weighted-average price of $25.06 per share). On July 25, 2024, Ventures VI sold an aggregate of 58,406 shares of Common Stock and Opportunities sold an aggregate of 11,594 shares of Common Stock each in open market transactions at prices ranging from $24.65 to $24.78 per share (a weighted-average price of $24.66 per share).

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

of the Schedule 13D is hereby amended and restated in its

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: (a) – (b). The following information with respect to the ownership of the Common Stock of the Issuer by the persons filing this statement on Schedule 13D is provided as of July 25, 2024: Reporting Persons Shares Held Directly Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Beneficial Percentage of Class (3) Ventures VI 1,922,673 0 1,922,673 0 1,922,673 1,922,673 4.1 % Partners VI (1) 0 0 1,922,673 0 1,922,673 1,922,673 4.1 % Opportunities 381,659 0 381,659 0 381,659 381,659 0.8 % Opportunities GP (2) 0 0 381,659 0 381,659 381,659 0.8 % Schwab (1) (2) 0 0 2,304,332 0 2,304,332 2,304,332 4.9 % Parmar (1) (2) 0 0 2,304,332 0 2,304,332 2,304,332 4.9 % (1) Includes 1,922,673 shares of Common Stock directly held by Ventures VI. Partners VI serves as sole general partner of Ventures VI and Schwab and Parmar are managing members of Partners VI. Each of Partners VI, Schwab and Parmar shares voting and dispositive power over the shares held by Ventures VI. (2) Includes 381,659 shares of Common Stock directly held by Opportunities. Opportunities GP serves as sole general partner of Opportunities and Schwab and Parmar are managing members of Opportunities GP. Each of Opportunities GP, Schwab and Parmar shares voting and dispositive power over the shares held by Opportunities. (3) This percentage is calculated based upon 47,036,698 shares of Common Stock outstanding as of May 1, 2024, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on May 14, 2024. (c) Except as set forth herein, none of the Reporting Persons has effected any transactions in shares of the Issuer’s Common Stock during the last 60 days. (d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits A. Joint Filing Agreement, dated March 6, 2023 (incorporated by reference to the Original Schedule 13D, filed on March 6, 2023). 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. Dated: July 29, 2024 5AM Ventures VI, L.P. By: 5AM Partners VI, LLC its General Partner By: /s/ Andrew J. Schwab Name: Andrew J. Schwab Title: Managing Member 5AM Partners VI, LLC By: /s/ Andrew J. Schwab Name: Andrew J. Schwab Title: Managing Member 5AM Opportunities I, L.P. By: 5AM Opportunities I (GP), LLC its General Partner By: /s/ Andrew J. Schwab Name: Andrew J. Schwab Title: Managing Member 5AM Opportunities I (GP), LLC By: /s/ Andrew J. Schwab Name: Andrew J. Schwab Title: Managing Member /s/ Andrew J. Schwab Andrew J. Schwab /s/ Dr. Kush Parmar Dr. Kush Parmar ATTENTION Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

View Full Filing

View this SC 13D/A filing on SEC EDGAR