Fairmount Funds Amends Viridian Therapeutics Stake (SC 13D/A)
Ticker: VRDN · Form: SC 13D/A · Filed: Jan 24, 2024 · CIK: 1590750
Complexity: simple
Sentiment: neutral
Topics: insider-filing, amendment, institutional-ownership
TL;DR
**Fairmount Funds just updated their Viridian Therapeutics stake, signaling potential changes in their investment strategy.**
AI Summary
Fairmount Funds Management LLC, along with Fairmount Healthcare Fund GP LLC and Fairmount Healthcare Fund II GP LLC, filed an amended Schedule 13D on January 22, 2024, indicating a change in their beneficial ownership of Viridian Therapeutics, Inc. common stock. This amendment, the fourth for this group, signals a potential shift in their investment strategy or influence over Viridian. Investors should note this filing as it reflects the ongoing engagement of a significant institutional holder with Viridian Therapeutics, which could impact future stock performance or corporate decisions.
Why It Matters
This filing indicates that a major institutional investor, Fairmount Funds Management LLC, is updating its position and intentions regarding Viridian Therapeutics, which could signal future strategic moves or changes in their level of influence.
Risk Assessment
Risk Level: medium — Changes in significant shareholder filings can introduce uncertainty regarding future corporate governance or stock price movements.
Analyst Insight
Investors should monitor subsequent filings from Fairmount Funds Management LLC for Viridian Therapeutics to understand any further changes in their beneficial ownership or stated intentions, as this could signal a shift in their long-term strategy or potential activism.
Key Players & Entities
- Fairmount Funds Management LLC (company) — the reporting person filing the SC 13D/A
- Viridian Therapeutics, Inc. (company) — the subject company whose securities are being reported
- Fairmount Healthcare Fund GP LLC (company) — a group member with Fairmount Funds Management LLC
- Fairmount Healthcare Fund II GP LLC (company) — a group member with Fairmount Funds Management LLC
- January 22, 2024 (date) — the date of the event requiring the filing
- $0.01 (dollar_amount) — par value of Viridian Therapeutics Common Stock
FAQ
Who filed this Schedule 13D/A amendment?
Fairmount Funds Management LLC, along with group members Fairmount Healthcare Fund GP LLC and Fairmount Healthcare Fund II GP LLC, filed this Schedule 13D/A amendment.
What is the subject company of this filing?
The subject company is Viridian Therapeutics, Inc., a Delaware corporation with CIK 0001590750.
What type of securities are covered by this filing?
The filing covers Common Stock, $0.01 par value, of Viridian Therapeutics, Inc.
What is the CUSIP number for the securities mentioned?
The CUSIP number for the Common Stock of Viridian Therapeutics, Inc. is 92790C 104.
When was the event that required this filing?
The date of the event which required the filing of this statement was January 22, 2024.
Filing Stats: 2,444 words · 10 min read · ~8 pages · Grade level 13.9 · Accepted 2024-01-24 17:12:28
Key Financial Figures
- $0.01 — Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securiti
- $9,999,990.00 — tock of the Company for an aggregate of $9,999,990.00 in an underwritten public offering (the
Filing Documents
- d75782dsc13da.htm (SC 13D/A) — 76KB
- 0001193125-24-014334.txt ( ) — 78KB
of the Statement is hereby amended and supplemented as follows
Item 3 of the Statement is hereby amended and supplemented as follows: In aggregate, the Reporting Persons have voting and dispositive power over 13,956,685 shares of Common Stock of the Company, which is comprised of (a) 1,845,813 shares of Common Stock, and (b) 12,110,872.18 (rounded to 12,110,872 shares for purposes of reporting in this Schedule 13D) shares of Common Stock issuable upon conversion of 133,191 shares of Series A Preferred Stock and 48,463 shares of Series B Preferred Stock, the conversion of which is subject to a beneficial ownership limitation of 19.99% of the outstanding Common Stock. On January 22, 2024, Fund II purchased a total of 476,190 shares of Common Stock of the Company for an aggregate of $9,999,990.00 in an underwritten public offering (the Offering ). The shares were purchased with working capital. Fairmount Funds Management, Fairmount GP and Fairmount GP II do not own any shares of Common Stock, Series A Preferred Stock or Series B Preferred Stock directly but are deemed to beneficially own the shares Common Stock, Series A Preferred Stock and Series B Preferred Stock held by the Clients. Fairmount Funds Management, Fairmount GP and Fairmount GP II disclaim beneficial ownership of such shares of Common Stock, Series A Preferred Stock and Series B Preferred Stock except to the extent of their pecuniary interest therein. Item 4. Purpose of Transaction
is hereby amended and supplemented as follows
Item 4 is hereby amended and supplemented as follows: Fund II purchased the shares of Common Stock referenced in Item 3 for investment purposes. Lock-up Agreement Pursuant to lock-up agreements signed in connection with the Offering, the Reporting Persons and each director and officer of the Company agreed with the representatives of the underwriters, subject to specified exceptions, not to directly or indirectly offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of any shares of Common Stock beneficially owned (as such term is used in Rule 13d-3 of the Exchange Act) or any other securities so owned that are convertible into or exercisable or exchangeable for Common Stock; or dispose of any shares of Common Stock, options to acquire shares of Common Stock, or securities exchangeable or exercisable for or convertible into shares of Common Stock currently or hereafter owned either of record or beneficially. This restriction terminates after the close of trading of the Common Stock on and including the 60th day after the date of the prospectus supplement relating to the Offering. Item 5. Interest in Securities of the Company The percentages used in this Schedule 13D are calculated based upon 59,728,897 shares of Common Stock outstanding, consisting of 52,586,039 shares of Common Stock outstanding as of November 7, 2023 plus 7,142,858 shares of Common Stock sold in the Offering. The Reporting Persons securities include (a) 1,845,813 shares of Common Stock and (b) 12,110,872.18 (rounded to 12,110,872 shares for purposes of reporting in this Schedule 13D) shares of Common Stock issuable upon conversion of 133,191 shares of Series A Preferred Stock and 48,463 shares of Series B Preferred Stock, the conversion of which is subject to a beneficial ownership limitation of 19.99% of the outstanding Common Stock.
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement as of January 24, 2024. FAIRMOUNT FUNDS MANAGEMENT LLC By: /s/ Peter Harwin /s/ Tomas Kiselak Peter Harwin Tomas Kiselak Managing Member Managing Member FAIRMOUNT HEALTHCARE FUND GP LLC By: /s/ Peter Harwin /s/ Tomas Kiselak Peter Harwin Tomas Kiselak Managing Member Managing Member FAIRMOUNT HEALTHCARE FUND II GP LLC By: /s/ Peter Harwin /s/ Tomas Kiselak Peter Harwin Tomas Kiselak Managing Member Managing Member