Adage Capital Slashes TScan Therapeutics Stake to Just 3 Shares

TL;DR

**Adage Capital just dumped nearly all its TScan Therapeutics shares.**

AI Summary

Adage Capital Partners, L.P. filed an amended SC 13G/A on February 7, 2024, indicating a significant reduction in their beneficial ownership of TScan Therapeutics, Inc. (TSCAN) voting common stock. As of December 31, 2023, Adage Capital Partners, L.P. reported having 0 shares with sole voting power and only 3 shares with shared voting power, a substantial decrease from previous holdings. This matters to investors because a major institutional investor has significantly reduced its stake, potentially signaling a loss of confidence or a strategic portfolio reallocation, which could influence other investors' perceptions of TScan Therapeutics.

Why It Matters

This filing shows a major institutional investor, Adage Capital Partners, L.P., has almost entirely exited its position in TScan Therapeutics, which could be interpreted as a bearish signal by the market.

Risk Assessment

Risk Level: medium — The significant reduction in a major institutional investor's stake could indicate underlying concerns about the company's future performance or a shift in market sentiment.

Analyst Insight

A smart investor would investigate the reasons behind Adage Capital's near-complete exit from TScan Therapeutics and consider if this signals a fundamental issue before making any investment decisions.

Key Numbers

• 0 — Sole Voting Power Shares (Number of TScan Therapeutics shares with sole voting power held by Adage Capital Partners, L.P. as of December 31, 2023.)
• 3 — Shared Voting Power Shares (Number of TScan Therapeutics shares with shared voting power held by Adage Capital Partners, L.P. as of December 31, 2023.)
• 89854M101 — CUSIP Number (Unique identifier for TScan Therapeutics, Inc. Voting Common Stock.)

Key Players & Entities

• Adage Capital Partners, L.P. (company) — reporting person who filed the SC 13G/A
• TScan Therapeutics, Inc. (company) — the subject company whose securities are being reported
• December 31, 2023 (date) — date of event requiring the filing
• Delaware (company) — place of organization for Adage Capital Partners, L.P.

Forward-Looking Statements

• TScan Therapeutics' stock price may experience downward pressure due to the significant reduction in institutional ownership. (TScan Therapeutics, Inc.) — medium confidence, target: Q1 2024

FAQ

From the Filing

0000902664-24-001174.txt : 20240207 0000902664-24-001174.hdr.sgml : 20240207 20240207074525 ACCESSION NUMBER: 0000902664-24-001174 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240207 DATE AS OF CHANGE: 20240207 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TScan Therapeutics, Inc. CENTRAL INDEX KEY: 0001783328 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 825282075 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-92700 FILM NUMBER: 24602194 BUSINESS ADDRESS: STREET 1: 880 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 857-399-9500 MAIL ADDRESS: STREET 1: 880 WINTER STREET CITY: WALTHAM STATE: MA ZIP: 02451 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ADAGE CAPITAL PARTNERS GP, L.L.C. CENTRAL INDEX KEY: 0001165408 ORGANIZATION NAME: IRS NUMBER: 043574590 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 52ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 867-2800 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET, 52ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: ADAGE CAPITAL PARTNERS GP LLC DATE OF NAME CHANGE: 20020117 SC 13G/A 1 p24-0426sc13ga.htm TSCAN THERAPEUTICS, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* TScan Therapeutics, Inc. (Name of Issuer) Voting Common Stock, par value $0.0001 per share (Title of Class of Securities) 89854M101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) ý Rule 13d-1(c) ¨ Rule 13d-1(d) (Page 1 of 10 Pages) ______________________________ *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 subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 89854M101 13G/A Page 2 of 10 Pages 1 NAME OF REPORTING PERSON Adage Capital Partners, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (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 3,900,000 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 3,900,000 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,900,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.96% 12 TYPE OF REPORTING PERSON PN CUSIP No. 89854M101 13G/A Page 3 of 10 Pages 1 NAME OF REPORTING PERSON Adage Capital Partners GP, L.L.C. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (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 3,900,000 7 SOLE DISPOSITIVE POWER 0 8 SHARED DISPOSITIVE POWER 3,900,000 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,900,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.96% 12 TYPE OF REPORTING PERSON OO CUSIP No. 89854M