RA Capital Management Discloses 9.9% Passive Stake in Vaxart (VXRT)

TL;DR

**RA Capital just bought a huge chunk of Vaxart, now owning 9.9% of the company!**

AI Summary

RA Capital Management, L.P., a Boston-based investment firm, along with its affiliates Peter Kolchinsky and Rajeev Shah, reported a significant passive stake in Vaxart, Inc. (NASDAQ: VXRT) as of January 18, 2024. This filing indicates that RA Capital Management now beneficially owns 9.9% of Vaxart's Common Stock, totaling 16,366,000 shares. This matters to investors because a major institutional investor increasing its stake can signal confidence in the company's future prospects, potentially influencing other investors and the stock price.

Why It Matters

A prominent healthcare-focused investment firm taking a substantial stake in Vaxart could be seen as a vote of confidence, potentially attracting more investor attention to the biotech company.

Risk Assessment

Risk Level: low — This filing indicates a passive investment, meaning RA Capital is not seeking to control or influence Vaxart's management, which generally poses lower risk.

Analyst Insight

A smart investor would view this as a positive signal, potentially indicating that a well-regarded healthcare investor sees value in Vaxart, and might consider further research into Vaxart's fundamentals and pipeline.

Key Numbers

• 9.9% — Percentage of Vaxart's Common Stock beneficially owned (Represents RA Capital Management's total ownership stake)
• 16,366,000 — Total shares beneficially owned (The exact number of Vaxart shares held by RA Capital Management)
• January 18, 2024 — Date of event requiring filing (The specific date when RA Capital Management's ownership crossed the reporting threshold)

Key Players & Entities

• RA Capital Management, L.P. (company) — investment firm filing the SC 13G
• Vaxart, Inc. (company) — the subject company in which shares were acquired
• Peter Kolchinsky (person) — group member associated with RA Capital Healthcare Fund, L.P.
• Rajeev Shah (person) — group member associated with RA Capital Healthcare Fund, L.P.
• 03 Life Sciences (company) — organization name associated with Vaxart, Inc.

Forward-Looking Statements

• Vaxart's stock price may experience a short-term positive reaction due to increased institutional confidence. (Vaxart, Inc.) — medium confidence, target: Within 1-3 months
• RA Capital Management will maintain its passive stake in Vaxart for the foreseeable future, given its investment strategy. (RA Capital Management, L.P.) — high confidence, target: Within 6-12 months

FAQ

Key Financial Figures

• $0.0001 — INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of

Filing Documents

• tm243724d1_sc13g.htm (SC 13G) — 92KB
• 0001104659-24-005241.txt ( ) — 94KB

(a). Name

Item 1(a). Name of Issuer: Vaxart, Inc. (the “Issuer”)

(b). Address

Item 1(b). Address of Issuer’s Principal Executive Offices : 170 Harbor Way, Suite 300, South San Francisco CA 94080

(a). Names

Item 2(a). Names of Persons Filing : The names of the persons filing this report (collectively, the “Reporting Persons”) are: RA Capital Management, L.P. (“RA Capital”) Peter Kolchinsky Rajeev Shah RA Capital Healthcare Fund, L.P. (the “Fund”)

(b). Address

Item 2(b). Address of Principal Business Office or, if None, Residence : The address of the principal business office of each of the Reporting Persons is: c/o RA Capital Management, L.P., 200 Berkeley Street, 18 th Floor, Boston MA 02116

(c). Citizenship

Item 2(c). Citizenship : RA Capital and the Fund are Delaware limited partnerships. Dr. Kolchinsky and Mr. Shah are United States citizens.

(d). Title

Item 2(d). Title of Class of Securities : Common Stock, $0.0001 par value per share (“Common Stock”)

(e). CUSIP

Item 2(e). CUSIP Number : 92243A200

If

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: Not applicable.

Ownership

Item 4. Ownership . The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Schedule 13G. The beneficial ownership percentages reported are based on 168,837,448 outstanding Common Stock shares, as reported in the Issuer’s Prospectus filed on January 18, 2024 with the Securities and Exchange Commission. The Fund directly holds 15,384,615 shares of Common Stock. RA Capital Healthcare Fund GP, LLC is the general partner of the Fund. The general partner of RA Capital is RA Capital Management GP, LLC, of which Dr. Kolchinsky and Mr. Shah are the controlling persons. RA Capital serves as investment adviser for the Fund and may be deemed a beneficial owner, for purposes of Section 13(d) of the Act, of any securities of the Issuer held by the Fund. The Fund has delegated to RA Capital the sole power to vote and the sole power to dispose of all securities held in the Fund’s portfolio, including the shares of the Issuer’s Common Stock reported herein. Because the Fund has divested voting and investment power over the reported securities it holds and may not revoke that delegation on less than 61 days’ notice, the Fund disclaims beneficial ownership of the securities it holds for purposes of Section 13(d) of the Act. As managers of RA Capital, Dr. Kolchinsky and Mr. Shah may be deemed beneficial owners, for purposes of Section 13(d) of the Act, of any securities of the Issuer beneficially owned by RA Capital. RA Capital, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of the securities reported in this Schedule 13G other than for the purpose of determining their obligations under Section 13(d) of the Act, and the filing of this Schedule 13G shall not be deemed an admission that either RA Capital, Dr. Kolchinsky, or Mr. Shah is the beneficial owner of such securities for any other purpose.

Ownership

Item 5. Ownership of Five Percent or Less of a Class . If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨ .

Ownership

Item 6. Ownership of More than Five Percent on Behalf of Another Person . Not applicable.

Identification

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person . Not applicable.

Identification

Item 8. Identification and Classification of Members of the Group . Not applicable.

Notice

Item 9. Notice of Dissolution of Group . Not applicable.

Certification

Item 10. Certification . By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. Exhibit List Exhibit 1: Joint Filing Agreement SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: January 18, 2024 RA CAPITAL MANAGEMENT, L.P. By: /s/Peter Kolchinsky Name:Peter Kolchinsky Title: Authorized Signatory PETER KOLCHINSKY /s/ Peter Kolchinsky RAJEEV SHAH /s/ Ra jeev Shah RA CAPITAL HEALTHCARE FUND, L.P. By: RA Capital Healthcare Fund GP, LLC Its: General Partner By: /s/ Peter Kolchinsky Name:Peter Kolchinsky Title: Manager EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of January 18, 2024, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect to Common Stock, $0.0001 par value per share of Vaxart, Inc. beneficially owned by them from time to time. Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13G and/or 13D (and any amendments thereto) on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such

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View this SC 13G filing on SEC EDGAR