SCHEDULE 13G/A: Perceptive Advisors and Affiliates Disclose 6.4% Stake in Celcuity Inc.
Beneficial Ownership Disclosure
Perceptive Advisors LLC, along with Joseph Edelman and Perceptive Life Sciences Master Fund, Ltd., has disclosed a 6.4% beneficial ownership stake in Celcuity Inc., totaling 2,362,279 shares of common stock.
Summary
- Perceptive Advisors LLC, Joseph Edelman, and Perceptive Life Sciences Master Fund, Ltd. (collectively, the "Reporting Persons") have filed an Amendment No. 2 to Schedule 13G regarding their beneficial ownership in Celcuity Inc.
- The filing reports beneficial ownership of 2,362,279 shares of Celcuity Inc. Common Stock.
- This ownership represents 6.4% of Celcuity Inc.'s outstanding common stock, based on 37,116,267 shares outstanding as reported by the Issuer on December 6, 2024.
- Perceptive Life Sciences Master Fund, Ltd. directly holds these shares.
- Perceptive Advisors LLC, as the investment manager, and Joseph Edelman, as the managing member of Perceptive Advisors, are deemed to beneficially own these shares due to their control over the Master Fund.
- The Reporting Persons hold these shares with shared voting power and shared dispositive power.
- The filing certifies that the securities were not acquired and are not held for the purpose of changing or influencing the control of Celcuity Inc.
Sentiment
Score: 5
Explanation: The document is a factual disclosure of beneficial ownership, carrying a neutral sentiment. The presence of a significant institutional investor can be seen as mildly positive, but the filing itself is purely informational and does not contain performance or operational updates.
Positives
- A significant institutional investor, Perceptive Advisors, maintains a substantial 6.4% stake in Celcuity Inc., which may be interpreted as a signal of confidence in the company's long-term prospects.
Risks
- The filing explicitly states that the securities were not acquired and are not held for the purpose of changing or influencing the control of the issuer, which mitigates the risk of an activist investor seeking to take control of the company.
Future Outlook
NA
Industry Context
This filing indicates continued or updated institutional interest in Celcuity Inc., a company operating in the biotechnology or life sciences sector, given Perceptive Advisors' specialization in this area.
Stakeholder Impact
- Shareholders: The disclosure of a significant institutional holder like Perceptive Advisors may be viewed positively, potentially signaling confidence in the company's prospects. It also provides transparency regarding major ownership stakes.
Key Dates
| Date | Description |
|---|---|
| 2024-12-06 | Date Celcuity Inc. reported 37,116,267 outstanding shares in its prospectus supplement filed with the SEC. |
| 2024-12-31 | Date of event which requires filing of this statement (determination of beneficial ownership). |
| 2025-02-14 | Date of filing and signature of the Schedule 13G Amendment No. 2. |
Keywords
Celcuity Inc., CELC, Perceptive Advisors, Joseph Edelman, Perceptive Life Sciences Master Fund, Schedule 13G, beneficial ownership, institutional investment, common stock, SEC filing
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.