Longitude Capital Discloses Stake in Zenas BioPharma

TL;DR

**Longitude Capital just filed a 13D on Zenas BioPharma. Big move incoming?**

AI Summary

On September 23, 2024, Longitude Capital Partners IV, LLC, along with related entities and individuals including Juliet Tammenoms Bakker and Patrick G. Enright, filed a Schedule 13D. This filing indicates a change in beneficial ownership of Zenas BioPharma, Inc. The filing does not specify a dollar amount or a specific date for the change, but it is a significant disclosure for the company.

Why It Matters

This filing signals a significant investment or change in control interest by a major investment firm in Zenas BioPharma, potentially impacting the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions like activist campaigns, mergers, or acquisitions, introducing uncertainty.

Key Players & Entities

• Longitude Capital Partners IV, LLC (company) — Filing entity
• Zenas BioPharma, Inc. (company) — Subject company
• Juliet Tammenoms Bakker (person) — Group member
• Patrick G. Enright (person) — Managing Member and Group Member
• Longitude Prime Fund, L.P. (company) — Group member
• Longitude Prime Partners, LLC (company) — Group member
• Longitude Venture Partners IV, L.P. (company) — Group member

FAQ

Key Financial Figures

• $0.0001 — INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class o
• $2.38666 — preferred stock for a purchase price of $2.38666 per share and an aggregate purchase pri
• $14,999,999 — hare and an aggregate purchase price of $14,999,999. In May 2024, LVPIV purchased 8,714,2
• $1.72131 — preferred stock for a purchase price of $1.72131 per share and an aggregate purchase pri
• $15,000,000 — gregate purchase price of approximately $15,000,000. On September 16, 2024, effective upo
• $17.00 — rs Common Stock for a purchase price of $17.00 per share and an aggregate purchase pri
• $7,480,000 — hare and an aggregate purchase price of $7,480,000. All shares of the capital stock of t

Filing Documents

• d827284dsc13d.htm (SC 13D) — 130KB
• 0001193125-24-223879.txt ( ) — 132KB

From the Filing

SC 13D 1 d827284dsc13d.htm SC 13D SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) ZENAS BIOPHARMA, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 055477103 (CUSIP Number) Patrick G. Enright Managing Member Longitude Capital Partners IV, LLC 2740 Sand Hill Road, 2nd Floor Menlo Park, CA 94025 (650) 854-5700 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 16, 2024 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on 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). (Continued on following pages) CUSIP No. 055477103 13D 1 NAMES OF REPORTING PERSONS Longitude Capital Partners IV, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS (see instructions) AF 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 1,727,404 (1) 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 1,727,404 (1) 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,727,404 (1) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 4.1% (2) 14 TYPE OF REPORTING PERSON (see instructions) OO (1) All shares are held of record by LVPIV (as defined in Item 2(a) below). LCPIV (as defined in Item 2(a) below) is the general partner of LVPIV and may be deemed to have voting, investment and dispositive power with respect to these securities. Patrick G. Enright, a member of the Issuers board of directors, and Juliet Tammenoms Bakker are the managing members of LCPIV and may each be deemed to share voting, investment and dispositive power with respect to these securities. (2) Based on 41,777,675 shares of Common Stock outstanding (including the underwriters exercise of their option to purchase 1,985,294 additional shares), as reported by the Issuer in its final prospectus dated September 12, 2024 and filed with the Securities and Exchange Commission (the Commission ) on September 13, 2024 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the Prospectus ). CUSIP No. 055477103 13D 1 NAMES OF REPORTING PERSONS Longitude Venture Partners IV, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS (see instructions) WC 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 1,727,404 (1) 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 1,727,404 (1) 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,727,404 (1) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 4.1% (2) 14 TYPE OF REPORTING PERSON (see instructions) PN (1) All shares are held of record by LVPIV. LCPIV is the general partner of LVPIV and may be deemed to have voting, investment and dispositive power with respect to these securities. Patrick G. Enright, a member of the Issuers board of directors, and Juliet Tammenoms Bakker are the managing members of LCPIV and may each be deemed to share voting, investment and dispositive power with respect to these securities. (2) Based on 41,777,675 shares of Common Stock outstanding (including the underwriters exercise of their option to purchase 1,985,294 additional shares), as reported by the Issuer in its Prospectus. CUSIP No. 055477103 13D 1 NAMES OF REPORTING PERSONS Longitude Prime Partners, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

View Full Filing

View this SC 13D filing on SEC EDGAR