SCHEDULE: Logos Funds Reduce Arvinas Stake After Activist Push

Logos Global Management LP and its affiliates have reduced their beneficial ownership in Arvinas, Inc. to below 5% after advocating for a strategic reset, capital return, and operational changes.

Summary

• Logos Global Management LP and its affiliates, including Logos Global Master Fund LP and Logos Opportunities Fund IV LP, have reduced their aggregate beneficial ownership in Arvinas, Inc. to below 5% as of October 13, 2025.
• The reporting persons collectively beneficially own 2,500,000 shares of Arvinas Common Stock, representing 3.4% of the class, based on 73,417,595 shares outstanding as of August 1, 2025.
• Between May 1, 2025, and August 18, 2025, Global Fund acquired 3,200,000 shares for $23,534,011.75 and exercised options for an additional 1,500,000 shares for $7,500,000.
• Opportunities Fund acquired 1,300,000 shares between June 9 and June 10, 2025, for $10,067,317.13.
• The reporting persons engaged in significant sales of Arvinas Common Stock between September 26, 2025, and October 14, 2025, totaling 3,800,000 shares at prices ranging from $8.15 to $9.91 per share.
• On June 10, 2025, the reporting persons recommended a strategic reset to Arvinas's board, including a special distribution to stockholders, refraining from early-stage pipeline investment, adopting a leaner operating model, and seeking a strategic partner for the lead asset.
• On August 7, 2025, they further urged an urgent strategic reset, recommending a return of $700 million of capital to stockholders, substantial reduction in operating expenses, a 1-for-5 reverse stock split, and rebuilding credibility through disciplined capital allocation.

Sentiment

Score: 4

Explanation: While the activist engagement itself could be seen as a catalyst for positive change, the subsequent reduction in the activist's stake after making significant demands suggests a lack of immediate confidence in management's willingness or ability to implement the proposed changes. This signals potential ongoing challenges for the company and a negative outlook from a previously engaged investor.

Positives

• The reporting persons engaged in constructive dialogue with Arvinas's senior leadership and board of directors.
• The activist recommendations, if adopted, could lead to improved capital allocation, reduced operating expenses, and enhanced shareholder value for Arvinas.

Negatives

• The reduction in beneficial ownership by an activist investor after making significant strategic recommendations may signal a lack of confidence in management's willingness or ability to implement the proposed changes.
• The activist's call for an 'urgent strategic reset' and recommendations like returning $700 million in capital and a 1-for-5 reverse stock split suggest underlying issues with the company's current strategy, capital management, and valuation.

Risks

• Risk of inefficient capital allocation if the company continues to invest heavily in early-stage pipeline without clear strategic partnerships.
• Risk of continued high operating expenses impacting profitability and cash preservation.
• Risk of depressed valuation if the company does not address shareholder concerns regarding its core science and business development.
• Risk of continued shareholder dissatisfaction if the proposed strategic changes are not adopted or effectively implemented.

Future Outlook

The reporting persons will routinely monitor Arvinas regarding various factors affecting their investment. They may purchase additional securities, sell existing holdings, enter into hedging or derivative transactions, or pledge their interests. They also intend to communicate with other stakeholders and may recommend additional actions to the Issuer's management, board of directors, and stockholders.

Management Comments

• Recommended a strategic reset of the company's direction and structure.
• Urged the board to consider a special distribution to stockholders, to refrain from further investment in the early-stage pipeline, and to adopt a leaner operating model focused on preserving cash.
• Believed that the company should not move forward independently on its lead asset absent the involvement of a committed strategic partner.
• Expressed appreciation for the constructive dialogue to date with senior leadership and the board, while recommending that the company adopt an urgent strategic reset to restore shareholder confidence and preserve value.
• Urged the board to return $700 million of capital to stockholders, substantially reduce operating expenses and right-size the organization, allow the company's valuation to rebase around its core science, execute a 1-for-5 reverse stock split to facilitate institutional re-engagement, and rebuild the company's credibility through disciplined capital allocation and business development.

Industry Context

This filing reflects a common dynamic in the biotechnology sector where activist investors push for greater capital efficiency, strategic focus, and shareholder returns, especially in companies with significant R&D expenditures and potentially long timelines to market. The recommendations for a leaner operating model, reduced early-stage investment, and seeking strategic partners are typical responses to perceived overspending or lack of clear commercialization pathways in the industry.

Stakeholder Impact

• **Shareholders:** Potential for significant capital return ($700 million) and enhanced shareholder value if activist recommendations for strategic reset, reduced expenses, and disciplined capital allocation are adopted. Risk of continued underperformance and depressed valuation if recommendations are not implemented. Impact of a proposed 1-for-5 reverse stock split on share price and institutional engagement.
• **Employees:** Potential for organizational right-sizing and reduction in operating expenses, which could lead to workforce adjustments or layoffs.

Next Steps

• Reporting persons may purchase additional securities or sell remaining holdings in the open market or through privately negotiated transactions.
• Reporting persons may enter into or unwind hedging or other derivative transactions with respect to the Stock or pledge their interests.
• Reporting persons and their representatives may communicate with other stockholders, industry participants, and interested parties about the Issuer.
• Reporting persons may recommend additional actions to the Issuer's management, board of directors, and stockholders, potentially involving mergers, consolidations, asset sales, changes in control, or other capital structure adjustments.

Key Dates

Recommendation

The activist investor, Logos Global Management LP, has significantly reduced its stake in Arvinas, Inc. after proposing a comprehensive strategic reset, including a $700 million capital return and operational streamlining. While the proposed changes could be beneficial for long-term shareholder value, the reduction in the activist's position suggests a lack of immediate confidence in the company's willingness or ability to implement these changes. Investors should hold to observe if Arvinas's management responds to these calls for change and to assess the impact of any adopted strategies.

Keywords

Arvinas, Logos Global Management, Schedule 13D, activist investor, shareholder activism, biotech, pharmaceutical, capital allocation, reverse stock split, corporate governance, strategic reset