SCHEDULE: RTW Investments Amends Allurion Stake to 39.4%

RTW Investments, LP and its affiliates updated their beneficial ownership in Allurion Technologies, Inc. to 39.4% following an increase in the issuer's outstanding shares.

Summary

• RTW Investments, LP, along with its affiliates RTW Master Fund, Ltd., RTW Innovation Master Fund, Ltd., and Roderick Wong, collectively reported a beneficial ownership of 5,891,430 shares of Allurion Technologies, Inc. common stock.
• This aggregate beneficial ownership represents 39.4% of the Issuer's outstanding common stock.
• The percentage ownership reported reflects an increase in the total number of outstanding shares of Allurion Technologies, Inc., not new transactions by the reporting persons.
• The total outstanding shares increased from 12,279,181 as of January 5, 2026, to 14,938,746 following the issuance of 2,659,565 shares.
• The additional shares were issued pursuant to an Inducement Offer to Exercise Common Stock Purchase Warrants, which closed on February 26, 2026.
• No transactions with respect to the securities of the Issuer have been effected by any Reporting Person during the past sixty days.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as slightly positive. While existing shareholders face dilution from the increased share count, the successful warrant exercise represents a capital infusion for Allurion Technologies, Inc., and RTW's continued substantial stake signals ongoing institutional confidence.

Positives

• Allurion Technologies, Inc. successfully completed an Inducement Offer to Exercise Common Stock Purchase Warrants, resulting in the issuance of 2,659,565 new shares and providing capital to the company.
• The reporting persons, including RTW Investments, LP, maintain a significant beneficial ownership stake of 39.4%, indicating continued strong institutional interest in Allurion Technologies, Inc.

Negatives

• Existing shareholders experienced dilution as the total number of outstanding shares increased by 2,659,565 shares, from 12,279,181 to 14,938,746.

Risks

• Dilution of existing shareholders' ownership percentage due to the issuance of new shares from warrant exercises.

Future Outlook

The filing does not contain explicit forward-looking statements or guidance from the reporting persons regarding Allurion Technologies, Inc.'s future performance or strategic direction. It primarily serves as an update on beneficial ownership percentages following a corporate event.

Management Comments

• Roderick Wong, M.D., Managing Partner of RTW Investments, LP, certified the information set forth in the statement as true, complete, and correct to the best of his knowledge and belief.
• Darshan Patel, Director of RTW Master Fund, Ltd. and RTW Innovation Master Fund, Ltd., certified the information set forth in the statement as true, complete, and correct to the best of his knowledge and belief.

Industry Context

StockSavvy.ai notes that significant institutional ownership, such as RTW's 39.4% stake, often signals confidence in a company's long-term prospects, especially in the medical technology sector where Allurion operates. The increase in outstanding shares due to warrant exercise is a common capital-raising mechanism for growth companies, allowing them to secure funding for operations, research, and development, albeit at the cost of dilution for existing shareholders.

Comparison to Industry Standards

• StockSavvy.ai notes that institutional ownership levels vary significantly across industries and company stages. While a 39.4% beneficial ownership by a single investment group like RTW Investments is substantial and often seen in early-stage or growth companies, it is not directly comparable to industry-wide performance benchmarks. Instead, it reflects a concentrated investment strategy and a significant vote of confidence from a specialized healthcare investor.
• The mechanism of an inducement offer to exercise warrants is a standard practice for companies seeking to strengthen their balance sheet and convert outstanding warrants into equity, which is a common financing strategy in the biotech and medtech sectors.

Related Party Transactions

• RTW Investments, LP and its affiliates are significant beneficial owners of Allurion Technologies, Inc., holding 39.4% of the common stock. This substantial stake implies a close relationship, though no specific related party transactions beyond the ownership disclosure are detailed in this filing.

Stakeholder Impact

• Shareholders: Experience dilution of their ownership percentage due to the increase in total outstanding shares, but the company benefits from the capital raised through warrant exercises.
• Company (Allurion Technologies, Inc.): Benefits from the capital raised through the warrant exercise, which can support operations and strategic initiatives.

Next Steps

• No specific future actions or milestones are mentioned by the reporting persons in this filing.

Key Dates

Recommendation

This Schedule 13D/A filing is primarily an informational update on beneficial ownership percentages following a corporate capital-raising event (warrant exercise) rather than a performance report. While the dilution is a negative for existing shareholders, the successful capital raise is positive for the company's financial health. RTW's continued significant stake suggests ongoing institutional conviction. Given the balanced implications and the nature of the filing, a 'hold' recommendation is appropriate for a seasoned investor, awaiting further operational or financial updates from Allurion Technologies, Inc.

Keywords

Allurion Technologies, RTW Investments, Schedule 13D, beneficial ownership, common stock, warrant exercise, dilution, institutional investment