Adage Capital Cuts Annexon Stake to 4.9% from 6.9%

TL;DR

**Adage Capital just dumped a chunk of Annexon shares, now owns 4.9%.**

AI Summary

Adage Capital Partners, L.P. has updated its ownership stake in Annexon, Inc. (NASDAQ: ANNX) as of December 31, 2023, reducing its beneficial ownership from 6.9% to 4.9% of the common stock. This amendment, filed on February 7, 2024, indicates that Adage now holds 2,260,000 shares, down from 3,190,000 shares previously reported. This reduction in a significant institutional holding could signal a shift in Adage's confidence in Annexon's future prospects, potentially influencing other investors to re-evaluate their positions.

Why It Matters

A major institutional investor like Adage Capital reducing its stake suggests they see less upside or increased risk, which could put downward pressure on Annexon's stock price.

Risk Assessment

Risk Level: medium — A significant reduction in institutional ownership can signal a lack of confidence and potentially lead to further stock price declines.

Analyst Insight

Investors considering Annexon, Inc. should investigate the reasons behind Adage Capital's reduced stake and assess if their investment thesis aligns with this significant institutional divestment.

Key Numbers

• 4.9% — Percentage of Class (Adage Capital Partners, L.P.'s current beneficial ownership of Annexon, Inc. common stock as of December 31, 2023.)
• 2,260,000 — Shares Beneficially Owned (The total number of common shares of Annexon, Inc. beneficially owned by Adage Capital Partners, L.P. as of December 31, 2023.)
• 6.9% — Previous Percentage of Class (Adage Capital Partners, L.P.'s beneficial ownership of Annexon, Inc. common stock reported in a prior filing.)
• 3,190,000 — Previous Shares Beneficially Owned (The total number of common shares of Annexon, Inc. beneficially owned by Adage Capital Partners, L.P. in a prior filing.)
• December 31, 2023 — Date of Event (The date that triggered the requirement for this Schedule 13G/A filing.)

Key Players & Entities

• Adage Capital Partners, L.P. (company) — the reporting person who reduced its stake in Annexon, Inc.
• Annexon, Inc. (company) — the issuer whose common stock is being reported on
• 03 Life Sciences (company) — organization name associated with Annexon, Inc.
• Delaware (company) — place of organization for Adage Capital Partners, L.P.
• Boston (company) — city of business address for Adage Capital Partners GP, L.L.C.

Forward-Looking Statements

• Annexon, Inc.'s stock price may experience downward pressure in the short term. (Annexon, Inc.) — medium confidence, target: 3 months
• Other institutional investors might re-evaluate their positions in Annexon, Inc. following Adage Capital's reduction. (institutional investors) — medium confidence, target: 6 months

FAQ

Key Financial Figures

• $0.001 — me of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie

Filing Documents

• p24-0434sc13ga.htm (SC 13G/A) — 96KB
• 0000902664-24-001127.txt ( ) — 98KB

(a)

Item 1 (a). NAME OF ISSUER: The name of the issuer is Annexon, Inc. (the “ Company ”).

(b)

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: The Company’s principal executive offices are located at 1400 Sierra Point Parkway, Bldg C, Suite 200, Brisbane, California 94005.

(a)

Item 2 (a). NAME OF PERSON FILING: This statement is filed by: (i) Adage Capital Partners, L.P., a Delaware limited partnership (“ ACP ”) with respect to the shares of Common Stock and the shares of Common Stock issuable upon exercise of warrants directly owned by it; (ii) Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ ACPGP ”), as general partner of ACP with respect to the shares of Common Stock and the shares of Common Stock issuable upon exercise of warrants directly owned by ACP; (iii) Adage Capital Management, L.P., a Delaware limited partnership (“ ACM ”), as the investment manager of ACP, with respect to the shares of Common Stock and the shares of Common Stock issuable upon exercise of warrants directly owned by ACP; (iv) Robert Atchinson (“ Mr. Atchinson ”), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware (“ ACA ”), managing member of ACPGP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company (“ ACPLLC ”), general partner of ACM, with respect to the shares of Common Stock and the shares of Common Stock issuable upon exercise of warrants directly owned by ACP; and (v) Phillip Gross (“ Mr. Gross ”), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the shares of Common Stock and the shares of Common Stock issuable upon exercise of warrants directly owned by ACP. The foregoing persons are hereinafter sometimes collectively referred to as the “ Reporting Persons .” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be constru

(b)

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116. CUSIP No. 03589W102 13G/A Page 8 of 10 Pages

(c)

Item 2(c). CITIZENSHIP: ACP and ACM are limited partnerships organized under the laws of the State of Delaware. ACPGP is a limited liability company organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.

(d)

Item 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.001 per share (the “ Common Stock ”).

(e)

Item 2(e). CUSIP NUMBER: 03589W102 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO Rules 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 Act; (b) Bank as defined in Section 3(a)(6) of the Act; (c) Insurance company as defined in Section 3(a)(19) of the Act; (d) Investment company registered under Section 8 of the Investment Company Act of 1940; (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; (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: Not applicable. CUSIP No. 03589W102 13G/A Page 9 of 10 Pages Item 4. The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentage set forth in this Schedule 13G/A is calculated based upon 78,338,098 shares of Common Stock outstanding, as reported in the Company’s Prospectus Supplement filed pursuant to Rule 424(b)(5), filed with the Securities and Exchange Commission on December 21, 2023, and assumes the exercise of the warrants held by ACP. Item 5. Not applicable. Item 6. Not applicabl

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. DATE: February 7, 2024 ADAGE CAPITAL PARTNERS, L.P. By: Adage Capital Partners GP, L.L.C., its general partner By: Adage Capital Advisors, L.L.C., its managing member /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ADAGE CAPITAL PARTNERS GP, L.L.C. By: Adage Capital Advisors, L.L.C., its managing member /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member ADAGE CAPITAL MANAGEMENT, L.P. By: Adage Capital Partners LLC, its general partner /s/ Robert Atchinson Name: Robert Atchinson Title: Managing Member /s/ Robert Atchinson ROBERT ATCHINSON, individually /s/ Phillip Gross PHILLIP GROSS, individually

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View this SC 13G/A filing on SEC EDGAR