Bain Capital Life Sciences Maintains Significant Stake in Pharvaris N.V.

TL;DR

**Bain Capital still holds a big chunk of Pharvaris, signaling confidence.**

AI Summary

Bain Capital Life Sciences Fund, L.P. filed an amended SC 13G/A on January 22, 2024, indicating their continued significant ownership in Pharvaris N.V. The filing, triggered by an event on January 18, 2024, updates their beneficial ownership of Pharvaris's Ordinary Shares, par value €0.12 per share. This matters to investors because Bain Capital is a major institutional holder, and their continued stake signals confidence in the pharmaceutical company's future, potentially influencing stock stability and investor sentiment.

Why It Matters

Bain Capital's sustained investment suggests a positive long-term outlook for Pharvaris N.V., which could reassure current and prospective shareholders about the company's prospects.

Risk Assessment

Risk Level: low — This filing is an update to an existing ownership stake, not a new acquisition or divestiture, indicating stability rather than immediate risk.

Analyst Insight

Investors should view this filing as a confirmation of existing institutional ownership rather than a new catalyst. It reinforces the stability of a major investor's position, which can be a positive signal, but doesn't suggest immediate price movement. Further research into Pharvaris N.V.'s fundamentals and pipeline is warranted.

Key Numbers

• €0.12 — Par Value per Share (The par value of Pharvaris N.V. Ordinary Shares, as stated in the filing.)
• January 18, 2024 — Date of Event (The specific date that triggered the requirement for this amendment to be filed.)
• January 22, 2024 — Filing Date (The date this SC 13G/A amendment was officially filed with the SEC.)

Key Players & Entities

• Bain Capital Life Sciences Fund, L.P. (company) — the reporting person and beneficial owner
• Pharvaris N.V. (company) — the subject company whose shares are owned
• BAIN CAPITAL LIFE SCIENCES OPPORTUNITIES III, LP (company) — a group member associated with the reporting person
• BCIP LIFE SCIENCES ASSOCIATES, LP (company) — a group member associated with the reporting person
• €0.12 (dollar_amount) — par value per share of Pharvaris N.V. Ordinary Shares

Forward-Looking Statements

• Bain Capital Life Sciences Fund, L.P. will likely maintain its significant stake in Pharvaris N.V. for the foreseeable future. (Bain Capital Life Sciences Fund, L.P.) — medium confidence, target: 2025-01-01

FAQ

Filing Documents

• d737649dsc13ga.htm (SC 13G/A) — 81KB
• d737649dex99a.htm (EX-99.A) — 12KB
• 0001193125-24-012198.txt ( ) — 94KB

(a)

Item 1(a) Name of Issuer The name of the issuer to which this filing on Schedule 13G relates is Pharvaris N.V. (the Issuer).

(b)

Item 1(b) Address of Issuers Principal Executive Offices The principal executive office of the Issuer is located at Emmy Noetherweg 2, 2333 BK Leiden, The Netherlands.

(a)

Item 2(a) Name of Person Filing This Schedule 13G is being filed jointly by Bain Capital Life Sciences Fund, L.P., a Cayman Islands exempted limited partnership (BCLS Fund I), BCIP Life Sciences Associates, LP, a Delaware limited partnership (BCIPLS), and Bain Capital Life Sciences Opportunities III, LP, a Delaware limited partnership (BCLS Fund III Opportunities and, together with BCLS Fund I and BCIPLS, the Reporting Persons). Bain Capital Life Sciences Investors, LLC, a Delaware limited liability company (BCLSI), is the general partner of Bain Capital Life Sciences Partners, LP, a Cayman Islands exempted limited partnership (BCLSP), which is the general partner of BCLS Fund I. BCLSI is also the manager of Bain Capital Life Sciences III General Partner, LLC, a Delaware limited liability company (BCLS Fund III GP), which is the general partner of Bain Capital Life Sciences Fund III, L.P., a Delaware limited partnership (BCLS Fund III), which is the sole member of Bain Capital Life Sciences Opportunities III GP, LLC, a Delaware limited liability company (BCLS Fund III Opportunities GP), which is the general partner of BCLS Fund III Opportunities. Boylston Coinvestors, LLC, a Delaware limited liability company (Boylston and, together with the Reporting Persons, BCLSI, BCLSP, BCLS Fund III GP, BCLS Fund III and BCLS Fund III Opportunities GP, the Bain Capital Life Sciences Entities), is the general partner of BCIPLS. BCLSI governs the investment strategy and decision-making process with respect to investments held by BCIPLS. As a result, BCLSI may be deemed to share voting and dispositive power with respect to the securities held by the Reporting Persons. The Reporting Persons have entered into a Joint Filing Agreement, dated January 22, 2024, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k)(1) promulgated under the Act.

(b)

Item 2(b) Address of Principal Business Office or, if None, Residence The principal business address for each of the Bain Capital Life Sciences Entities is 200 Clarendon Street, Boston, Massachusetts 02116.

(c)

Item 2(c) Citizenship BCLS Fund I and BCLSP are each organized under the laws of the Cayman Islands. BCIPLS, BCLS Fund III Opportunities, BCLSI, BCLS Fund III GP, BCLS Fund III, BCLS Fund III Opportunities GP and Boylston are each organized under the laws of the State of Delaware.

(d)

Item 2(d) Title of Class of Securities The class of securities of the Issuer to which this Schedule 13G relates is Ordinary Shares, 0.12 par value per share (the Ordinary Shares).

(e)

Item 2(e) CUSIP Number The CUSIP number of the Ordinary Shares is N69605108. CUSIP No. N69605108 13G Page 6 of 8 Pages 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 association 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 (15 U.S.C. 80a-3); (j) A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J); (k) Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Item 4 (a) Amount beneficially owned: As of the date hereof, (i) BCLS Fund I holds 1,967,093 Ordinary Shares, representing approximately 3.8% of the outstanding Ordinary Shares, (ii) BCIPLS holds 201,347 Ordinary Shares, representing approximately 0.4% of the outstanding Ordinary Shares, and (iii) BCLS Fund III Opportunities holds 1,182,217 Ordinary Shares, representing approximately 2.3% of the outstanding Ordinary Shares. As a result of the foregoing and the relationships described in Item 2(a), the Reporting Persons may be deemed to collectively beneficially own an aggregate of 3,350,657 O

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information in this statement is true, complete and correct. Dated: January 22, 2024 Bain Capital Life Sciences Fund, L.P. By: Bain Capital Life Sciences Partners, LP, its general partner By: Bain Capital Life Sciences Investors, LLC, its general partner By: /s/ Ricky Sun Name: Ricky Sun Title: Partner BCIP Life Sciences Associates, LP By: Boylston Coinvestors, LLC, its general partner By: /s/ Ricky Sun Name: Ricky Sun Title: Authorized Signatory Bain Capital Life Sciences Opportunities III, LP By: Bain Capital Life Sciences Opportunities III GP, LLC, its general partner By: Bain Capital Life Sciences Fund III, L.P., its sole member By: Bain Capital Life Sciences III General Partner, LLC, its general partner By: Bain Capital Life Sciences Investors, LLC, its manager By: /s/ Ricky Sun Name: Ricky Sun Title: Partner

View Full Filing

View this SC 13G/A filing on SEC EDGAR