SCHEDULE: 5AM Ventures Amends Stake in CAMP4 Therapeutics

Sentiment:

Schedule 13D Amendment


5AM Ventures entities and associated individuals have amended their Schedule 13D filing, increasing their beneficial ownership in CAMP4 Therapeutics Corporation following a recent closing.

Capital raiseThe filing details a 'Second Closing' on August 3, 2026, where CAMP4 Therapeutics Corporation issued and sold shares and pre-funded warrants.Ventures VII purchased 3,179,558 Pre-Funded Warrants for a total purchase price of $4.9 million, funded by capital contributions.

Summary

  • This filing is an amendment to a Schedule 13D, detailing changes in beneficial ownership of CAMP4 Therapeutics Corporation's common stock by 5AM Ventures entities and individuals.
  • The amendment reflects a 'Second Closing' event on August 3, 2026, where the Issuer sold shares and pre-funded warrants.
  • 5AM Ventures VII, L.P. purchased 3,179,558 pre-funded warrants for $4.9 million.
  • Andrew J. Schwab and Dr. Kush Parmar collectively hold a significant stake, with percentages reported as 9.98% and 9.99% respectively, though rounded down to 9.9% in some EDGAR fields.
  • The total beneficial ownership for the Reporting Persons is substantial, with Andrew J. Schwab holding 6,313,434 shares (9.9%) and Dr. Kush Parmar holding 6,304,434 shares (9.9%).
  • Pre-funded warrants have an exercise price of $0.0001, are immediately exercisable, and do not expire, but are subject to a 'Beneficial Ownership Blocker' limiting ownership to 9.99%.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as neutral to slightly positive, reflecting an amendment to a Schedule 13D that details significant share acquisitions and warrant holdings by 5AM Ventures entities and individuals. The increase in beneficial ownership is noted, but the core business operations or financial performance of CAMP4 THERAPEUTICS CORPORATION are not detailed here.

Positives

  • Increased beneficial ownership by 5AM Ventures entities and individuals indicates continued investment and confidence.
  • The acquisition of pre-funded warrants by Ventures VII for $4.9 million suggests a significant capital commitment.
  • The pre-funded warrants are immediately exercisable and do not expire, providing flexibility for future strategic actions.

Negatives

  • The filing is an amendment to a Schedule 13D, which typically indicates a change in a significant shareholder's stake, but does not provide operational or financial performance data for CAMP4 Therapeutics.
  • The 'Beneficial Ownership Blocker' on pre-funded warrants limits the ability to exercise them beyond 9.99% ownership, potentially capping influence or control.

Risks

  • The 'Beneficial Ownership Blocker' on pre-funded warrants could limit the ability of Ventures VII to increase its stake beyond 9.99% without triggering specific conditions.
  • The filing does not provide details on the operational or financial health of CAMP4 Therapeutics, making it difficult to assess the underlying value of the investment.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding CAMP4 Therapeutics Corporation's future performance. It primarily details ownership changes and warrant terms.

Industry Context

StockSavvy.ai notes that this filing pertains to a Schedule 13D amendment, which is a regulatory disclosure for significant beneficial ownership changes. It does not provide operational updates for CAMP4 Therapeutics Corporation but highlights the investment activity of venture capital firms like 5AM Ventures in the biotechnology or life sciences sector.

Stakeholder Impact

  • Shareholders: The increased stake by 5AM Ventures may influence future corporate actions or strategic decisions.
  • Creditors: The capital raised through the Second Closing could strengthen the company's financial position.
  • Management/Employees: The issuance of shares and warrants to management and co-founders at a higher price may align incentives.

Next Steps

  • The Reporting Persons will continue to monitor the business and financial condition of the Issuer.
  • The Reporting Persons may engage in discussions with management, the board of directors, other shareholders, or other relevant parties concerning the Issuer's business, prospects, and strategy.

Key Dates

DateDescription
2024-10-22Original Schedule 13D filing date.
2025-09-11Date of previous amendment to Schedule 13D.
2026-08-03Date of the 'Second Closing' event and issuance of shares and pre-funded warrants.
2026-08-04Date of Issuer's Current Report on Form 8-K referencing the Form of Pre-Funded Warrant.
2026-08-05Date of signatures on the Schedule 13D/A filing.

Keywords

Schedule 13D, Beneficial Ownership, CAMP4 Therapeutics, 5AM Ventures, Pre-funded Warrants, Venture Capital, Stock Acquisition

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