Deerfield Management Discloses Significant Stake in Windtree Therapeutics

Ticker: WINTW · Form: SC 13G · Filed: Feb 1, 2024 · CIK: 946486

Windtree Therapeutics Inc /De/ SC 13G Filing Summary
FieldDetail
CompanyWindtree Therapeutics Inc /De/ (WINTW)
Form TypeSC 13G
Filed DateFeb 1, 2024
Risk Levellow
Pages8
Reading Time9 min
Sentimentneutral

Complexity: simple

Sentiment: neutral

Topics: institutional-ownership, passive-investment, SC-13G, biotech

TL;DR

**Deerfield Management just revealed a big stake in Windtree Therapeutics, signaling institutional confidence.**

AI Summary

Deerfield Management Company, L.P. and its affiliates, including Deerfield PDI Financing II, L.P. and Deerfield Private Design Fund II, L.P., filed an SC 13G on February 1, 2024, indicating their ownership of Windtree Therapeutics Inc /DE/ (WINT) common stock. This filing, triggered by an event on January 24, 2024, shows a significant institutional stake in the company. This matters to investors because large institutional holdings can signal confidence in the company's future, potentially influencing stock stability and future investment decisions.

Why It Matters

This filing reveals a major institutional investor's position in Windtree Therapeutics, which can impact market perception and liquidity for current and prospective shareholders.

Risk Assessment

Risk Level: low — An SC 13G filing generally indicates passive ownership, posing a low direct risk to the company or its stock price.

Analyst Insight

A smart investor would note this institutional ownership as a potential sign of confidence, but also research Windtree Therapeutics' fundamentals and Deerfield's investment thesis to understand the full implications before making any investment decisions.

Key Numbers

  • 97382D402 — CUSIP Number (identifies Windtree Therapeutics' Common Stock)
  • January 24, 2024 — Date of Event (the date that triggered the filing requirement)
  • February 1, 2024 — Filing Date (the date the SC 13G was filed with the SEC)

Key Players & Entities

  • Deerfield Management Company, L.P. (company) — reporting person and institutional investor
  • WINDTREE THERAPEUTICS INC /DE/ (company) — subject company whose securities are being reported
  • Deerfield PDI Financing II, L.P. (company) — group member of the reporting entity
  • Deerfield Private Design Fund II, L.P. (company) — group member of the reporting entity
  • James E. Flynn (person) — filer associated with Deerfield Management

Forward-Looking Statements

  • Deerfield Management will maintain its passive stake in Windtree Therapeutics for the foreseeable future. (Deerfield Management Company, L.P.) — high confidence, target: Q4 2024
  • The stock price of Windtree Therapeutics will experience increased stability due to institutional backing. (WINDTREE THERAPEUTICS INC /DE/) — medium confidence, target: Q3 2024

FAQ

What type of filing is this and what does it generally signify?

This is an SC 13G filing, which is typically used by passive investors who own more than 5% but less than 20% of a company's stock and do not intend to influence control of the company. It signifies a significant, but passive, institutional ownership stake.

Who are the primary reporting persons in this SC 13G filing?

The primary reporting persons are Deerfield Management Company, L.P., Deerfield Mgmt, L.P., Deerfield PDI Financing II, L.P., and Deerfield Private Design Fund II, L.P., as listed under 'GROUP MEMBERS' in the filing.

What is the subject company whose securities are being reported?

The subject company is WINDTREE THERAPEUTICS INC /DE/, identified by the CUSIP Number 97382D402 and the Central Index Key (CIK) 0000946486.

When did the event occur that required this filing?

The 'Date of Event Which Requires Filing of this Statement' was January 24, 2024, as stated on the cover page of the SC 13G.

What is the business address of Windtree Therapeutics Inc /DE/?

The business address for Windtree Therapeutics Inc /DE/ is 2600 KELLY ROAD, SUITE 100, WARRINGTON, PA, 18976, with a business phone of 2154889300, according to the 'COMPANY DATA' section of the filing.

Filing Stats: 2,288 words · 9 min read · ~8 pages · Grade level 6.7 · Accepted 2024-02-01 17:26:23

Filing Documents

(a)

Item 1(a). Name of Issuer: Windtree Therapeutics, Inc.

(b)

Item 1(b). Address of Issuer's Principal Executive Offices: 2600 Kelly Road, Suite 100 Warrington, PA 18976

(a)

Item 2(a). Name of Person Filing: James E. Flynn, Deerfield Mgmt, L.P., Deerfield Private Design Fund II, L.P., Deerfield PDI Financing II, L.P. and Deerfield Management Company, L.P.

(b)

Item 2(b). Address of Principal Business Office, or if None, Residence: James E. Flynn, Deerfield Mgmt, L.P., Deerfield Private Design Fund II, L.P., Deerfield PDI Financing II, L.P. and Deerfield Management Company, 345 Park Avenue South, 12th Floor, New York, NY 10010

(c)

Item 2(c). Citizenship: Deerfield Mgmt, L.P., Deerfield Management Company, L.P. and Deerfield Private Design Fund II, L.P. - Delaware limited partnerships; Deerfield PDI Financing II, L.P. – British Virgin Islands limited partnership; James E. Flynn – United States citizen

(d)

Item 2(d). Title of Class of Securities: Common Stock

(e)

Item 2(e). CUSIP Number: 97382D402 Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: (a) Broker or dealer registered under Section 15 of the Exchange Act. (b) Bank as defined in Section 3(a)(6) of the Exchange Act. (c) Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) Investment company registered under Section 8 of the Investment Company Act. (e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); (f) An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); (g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; (i) A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; CUSIP No. 97382D402 13G Page 8 of 10 (j) A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); (k) Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ___________________________________________ Item 4. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned**: Deerfield Mgmt, L.P. - 608,272 shares Deerfield Management Company, L.P. - 608,272 shares Deerfield Private Design Fund II, L.P. - 283,455 shares Deerfield PDI Financing II, L.P. - 324,817 shares James E. Flynn – 608,272 shares (b) Percent of class**: Deerfield Mgmt, L.P. – 7.59% Deerfield Management Company, L.P. - 7.59% Deerfield Private Design Fund II, L.P. – 3.54% Deerfield PDI Financing II, L.P. – 4.05% James E. Flynn – 7.59% (c) Number of shares

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