SCHEDULE: Redmile Group Reorganizes ADC Therapeutics Stake

Redmile Group, LLC has completed an internal reorganization of its holdings in ADC Therapeutics SA, maintaining a 9.9 percent beneficial ownership stake while shifting assets to a new subsidiary.

Summary

• Redmile Group, LLC and Jeremy C. Green report a combined beneficial ownership of 12,717,487 shares, representing 9.9% of the company.
• The ownership includes 12,604,885 common shares held directly and 112,602 shares issuable upon the exercise of pre-funded warrants.
• An internal reorganization occurred on April 20, 2026, where RedCo II Master Fund, L.P. transferred its holdings to two wholly-owned subsidiaries.
• RedCo II Offshore SPV LLC now directly holds 7,780,431 shares, or 6.1% of the outstanding stock.
• The total number of shares outstanding used for these calculations is 127,189,572 as of April 16, 2026.
• RedCo II Master Fund, L.P. has ceased to be a beneficial owner of more than 5% and will be dissolved.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral administrative update. While it confirms a major investor is staying put, it does not represent new capital inflow or a change in strategic direction.

Positives

• Redmile Group maintains a significant 9.9% stake, indicating continued institutional commitment to the company.
• The reorganization was internal and did not result in a reduction of the aggregate shares controlled by the investment group.

Negatives

• The filing is a passive investment disclosure, confirming the investor does not intend to exert control or influence management at this time.

Risks

• Beneficial ownership is strictly capped at 9.99% due to warrant blockers, which limits the investor's ability to increase their position rapidly without regulatory implications.
• The dissolution of the primary Master Fund vehicle requires administrative transition to offshore SPV entities.

Future Outlook

The reporting persons have certified that the securities were not acquired for the purpose of changing or influencing the control of the issuer. The outlook remains one of passive institutional support, with the group maintaining its maximum allowable position under current warrant blockers.

Management Comments

• Redmile and Mr. Green each disclaim beneficial ownership of these securities, except to the extent of its or his pecuniary interest in such shares, if any.

Industry Context

StockSavvy.ai notes that significant institutional holdings by specialized healthcare investors like Redmile Group are common in the biotech sector, often providing necessary stability for clinical-stage companies while utilizing warrant structures to manage regulatory ownership thresholds.

Comparison to Industry Standards

• The 9.9% ownership level is a standard strategic threshold used by institutional investors to avoid being classified as 'insiders' under Section 16 of the Exchange Act.
• The use of pre-funded warrants with blockers is a common practice among biotech-focused funds such as Baker Brothers or Perceptive Advisors to maintain long-term optionality.

Related Party Transactions

• Internal reorganization involving the pro rata contribution of securities from RedCo II Master Fund, L.P. to its wholly-owned subsidiaries for no consideration.

Stakeholder Impact

• Shareholders are informed that a major institutional block of shares has been moved to a different entity under the same management, ensuring continuity in the cap table.

Next Steps

• Formal dissolution of RedCo II Master Fund, L.P.
• Potential exercise of warrants if the 61-day notice is given to adjust the 9.99% blocker.

Key Dates

Recommendation

This filing represents a routine administrative restructuring of an existing passive position. It does not provide new information regarding the company's clinical progress or financial runway that would warrant a change in investment rating.

Keywords

ADC Therapeutics, Redmile Group, Biotechnology, Schedule 13G, Institutional Ownership, Pre-Funded Warrants, Jeremy Green