Perceptive Advisors Amends Immatics Stake

TL;DR

Perceptive Advisors filed a 13D/A for Immatics N.V. on Oct 17, 2024.

AI Summary

Perceptive Advisors LLC, through its fund Perceptive Life Sciences Master Fund, Ltd., has filed an amendment (No. 1) to its Schedule 13D for Immatics N.V., dated October 17, 2024. This filing indicates a change in beneficial ownership of Immatics N.V. ordinary shares. Joseph Edelman is also listed as a group member.

Why It Matters

This filing signals a potential shift in significant ownership for Immatics N.V., which could influence the company's stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in investor sentiment, which can lead to stock price volatility.

Key Numbers

• 1 — Amendment Number (Indicates this is an update to a previous filing.)
• 20241017 — Filing Date (The date the amendment was filed with the SEC.)

Key Players & Entities

• Perceptive Advisors LLC (company) — Filer of the Schedule 13D/A
• Perceptive Life Sciences Master Fund, Ltd. (company) — Group Member and holder of Immatics N.V. shares
• Immatics N.V. (company) — Subject company
• Joseph Edelman (person) — Group Member
• Alexander Rakitin (person) — Person authorized to receive notices

FAQ

Key Financial Figures

• $9.25 — in the Offering at a purchase price of $9.25 per share. SIGNATURES After reasona

Filing Documents

• d872355dsc13da.htm (SC 13D/A) — 65KB
• 0001193125-24-238896.txt ( ) — 67KB

of the Schedule 13D is amended and restated as follows

Item 2 of the Schedule 13D is amended and restated as follows: (a) This Amendment No. 1 to the Schedule 13D is being filed by Perceptive Advisors LLC (Perceptive Advisors), Joseph Edelman (Mr. Edelman) and Perceptive Life Sciences Master Fund, Ltd. (the Master Fund, and together with Perceptive Advisors and Mr. Edelman, each of the foregoing, a Reporting Person, and collectively, the Reporting Persons). Perceptive Advisors serves as the investment advisor to the Master Fund and Mr. Edelman is the managing member of Perceptive Advisors. The agreement among the Reporting Persons to file this Schedule 13D jointly in accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, is attached as Exhibit 1 to the initial Schedule 13D filed June 6, 2024. (b) The address of the principal business office of each of the Reporting Persons is 51 Astor Place 10th Floor, New York, NY 10003. (c) The principal business of Perceptive Advisors is managing funds in connection with purchasing, holding and selling securities for investment purposes. The principal business of the Master Fund is to invest in securities. The principal occupation of Mr. Edelman is as the managing member of Perceptive Advisors and other related entities. (d) During the last five years, none of the Reporting Persons, nor to the Reporting Persons knowledge, any of the persons listed on Schedule A to this Amendment No. 1 to Schedule 13D, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years, none of the Reporting Persons, nor to the Reporting Persons knowledge, any of the persons listed on Schedule A to this Amendment No. 1 to Schedule 13D, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree of final order enjoining future violations of, or prohibiting or mandating activities subjec

of the Schedule 13D is amended and supplemented as follows

Item 3 of the Schedule 13D is amended and supplemented as follows: The information contained in Item 5(c) of this Amendment No. 1 to Schedule 13D is incorporated herein by reference. The source of funds for the acquisitions of the Ordinary Shares in the Offering (as defined below) reported on this Amendment No. 1 to Schedule 13D was working capital of the Master Fund. Item5. Interest in Securities of the Issuer

of the Schedule 13D is amended and supplemented as follows

Item 5 of the Schedule 13D is amended and supplemented as follows: (a) The information set forth in rows 11 and 13 of the cover pages to this Amendment No. 1 to Schedule 13D is incorporated by reference. The percentage set forth in row 13 is based on 119,355,906 Ordinary Shares outstanding, as reported by the Issuer in its Prospectus Supplement filed pursuant to Rule 424(b)(2) with the Securities and Exchange Commission on October 11, 2024, giving effect to the closing of the Issuers offering of Ordinary Shares on October 15, 2024 (the Offering), and in the case of the cover pages for Perceptive Advisors and Mr. Edelman give effect to the exercise of the Options (as defined below). (b) The information set forth in rows 7 through 10 of the cover pages to this Amendment No. 1 to Schedule 13D is incorporated by reference. The shares reported include (i) 9,383,456 Ordinary Shares held by the Master Fund and (ii) 86,249.50 Ordinary Shares issuable upon the exercise of 86,249.50 vested stock options or stock options that will vest within 60 days (the Options) that Perceptive Advisors has rights to pursuant to a management fee offset. (c) On October 15, 2024, the Master Fund completed the acquisition of 1,297,297 Ordinary Shares in the Offering at a purchase price of $9.25 per share.

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 17, 2024 PERCEPTIVE ADVISORS LLC By: /s/ Joseph Edelman Name:Joseph Edelman Title: Managing Member /s/ Joseph Edelman JOSEPH EDELMAN PERCEPTIVE LIFE SCIENCES MASTER FUND, LTD. By: /s/ Joseph Edelman Name:Joseph Edelman Title: Managing Member Schedule A The following sets forth the name, address, principal occupation, citizenship and beneficial ownership of Ordinary Shares of each director of the Master Fund. Master Fund Name and Citizenship Position Principal Business Address Beneficial Ownership of Ordinary Shares Scott Dakers (United Kingdom) Director c/o Elian Fiduciary Services (Cayman) Limited 190 Elgin Avenue, George Town Grand Cayman KY1-9007 Cayman Islands None Ernest A. Morrison (United Kingdom) Director Cox Hallett Wilkinson Milner House 18 Parliament Street P.O. Box HM 1561 Hamilton HM FX Bermuda None James Nicholas (United States) Director c/o GenesisPoint LLC 30 Old Kings Highway S Darien, CT 06820 None

View Full Filing

View this SC 13D/A filing on SEC EDGAR