Soleus Capital Amends Verastem Stake, Updates 13G Filing
Ticker: VSTM · Form: SC 13G/A · Filed: Feb 2, 2024 · CIK: 1526119
| Field | Detail |
|---|---|
| Company | Verastem, INC. (VSTM) |
| Form Type | SC 13G/A |
| Filed Date | Feb 2, 2024 |
| Risk Level | low |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: institutional-ownership, amendment, beneficial-ownership
TL;DR
**Soleus Capital just updated its Verastem stake, watch for potential market reaction.**
AI Summary
Soleus Capital Master Fund, L.P. filed an amendment to their Schedule 13G, indicating a change in their beneficial ownership of Verastem, Inc. common stock as of December 31, 2023. This filing, an Amendment No. 1, updates their previous disclosure, signaling that their investment position in Verastem has shifted. This matters to investors because changes in significant institutional holdings can influence stock perception and liquidity, potentially affecting the stock price for current or prospective shareholders.
Why It Matters
This filing shows an institutional investor, Soleus Capital Master Fund, L.P., has updated its position in Verastem, Inc., which can signal a change in their investment thesis or portfolio allocation.
Risk Assessment
Risk Level: low — This is a routine amendment to a beneficial ownership report and does not inherently indicate a high-risk event.
Analyst Insight
Investors should monitor subsequent filings from Soleus Capital Master Fund, L.P. to understand the full extent of their updated position in Verastem, Inc. and consider how this might align with their own investment thesis.
Key Players & Entities
- Soleus Capital Master Fund, L.P. (company) — the reporting person filing the SC 13G/A
- Verastem, Inc. (company) — the subject company whose common stock is being reported
- December 31, 2023 (date) — the date of the event requiring the filing
- Cayman Islands (company) — place of organization for Soleus Capital Master Fund, L.P.
- 0001526119 (company) — Central Index Key (CIK) for Verastem, Inc.
FAQ
What type of filing is this document?
This document is an 'AMENDMENT NO. 1 TO SCHEDULE 13G' under the Securities Exchange Act of 1934, specifically Form SC 13G/A.
Who is the 'Reporting Person' in this filing?
The 'Reporting Person' is Soleus Capital Master Fund, L.P., as indicated on the cover page of the Schedule 13G.
What is the 'Subject Company' of this filing?
The 'Subject Company' is Verastem, Inc., as stated in the 'Name of Issuer' section of the filing.
What is the 'Date of Event Which Requires Filing of this Statement'?
The 'Date of Event Which Requires Filing of this Statement' is December 31, 2023, according to the filing.
What is the CUSIP Number for the class of securities reported?
The CUSIP Number for the Common Stock of Verastem, Inc. is 92337C203, as listed on the cover page.
Filing Stats: 2,479 words · 10 min read · ~8 pages · Grade level 10 · Accepted 2024-02-02 09:49:16
Key Financial Figures
- $0.0001 — of Class of Securities Common Stock, $0.0001 par value per share 6 (e) CUSIP Numbe
Filing Documents
- ea192419-13ga1soleus_veras.htm (SC 13G/A) — 108KB
- 0001213900-24-009374.txt ( ) — 109KB
From the Filing
SC 13G/A 1 ea192419-13ga1soleus_veras.htm AMENDMENT NO. 1 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Verastem, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92337C203 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in 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 CUSIP NO. 92337C203 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Soleus Capital Master Fund, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 0 6 SHARED VOTING POWER 1,425,634 (1) 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 1,425,634 (1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,425,634 (1) 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.8% (2) 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) FI FOOTNOTES (1) The shares of common stock reported in this row are held by Soleus Capital Master Fund, L.P. (“Master Fund”). Soleus Capital, LLC is the sole general partner of Master Fund and thus holds voting and dispositive power over the shares held by Master Fund. Soleus Capital Group, LLC is the sole managing member of Soleus Capital, LLC. Mr. Guy Levy is the sole managing member of Soleus Capital Group, LLC. Each of Soleus Capital Group, LLC, Soleus Capital, LLC and Mr. Guy Levy disclaims beneficial ownership of these securities held by Master Fund and this report shall not be deemed an admission that they are the beneficial owners of such securities for purposes of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of their respective pecuniary interests therein. (2) This percentage is calculated based upon 25,267,436 shares of common stock outstanding of the Issuer as of November 7, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ended September 30, 2023 filed with the Securities and Exchange Commission on November 8, 2023 (the “Form 10-Q”). 2 CUSIP NO. 92337C203 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Soleus Capital, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 0 6 SHARED VOTING POWER 1,425,634 (1) 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 1,425,634 (1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,425,634 (1) 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.8% (2) 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) OO FOOTNOTES (1) The shares of common stock reported in this row are held by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund and thus holds voting and dispositive power over the shares held by Master Fund. Soleus Capital Group, LLC is the sole managing member of Soleus Capital, LLC. Mr. Guy Levy is the sole managing member of Soleus Capital Group, LLC. Each of Soleus Capital Group, LLC, Soleus Capital, LLC and Mr. Guy Levy disclaims beneficial ownership of these securities held by Master Fund and this report shall not be deemed an admission that they are the beneficial owners of such securities for purposes of Section 13(d) of the Exchange Act, or for any other purpose, except to the extent of their respective pecuniary interests therein. (2) This percentage is calculated based upon 25,267,436 shares of common stock outstanding as of November 7, 2023, as reported in the Form 10-Q. 3 CUSIP NO. 92337C203 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Soleus Capital Group, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) (b) 3 SEC USE ONLY