SCHEDULE: ADAR1 Capital Reports Passive Stake in Cellectar Bio

Sentiment:

Beneficial Ownership Disclosure


ADAR1 Capital Management and related entities disclose a passive 0.1% beneficial ownership stake in Cellectar Biosciences, Inc.

Capital raiseThe filing references an "Offering" by Cellectar Biosciences, Inc.The offering was disclosed in a Form 424B4 prospectus filed by the Issuer with the SEC on July 2, 2025.The number of shares outstanding (2,677,039) is based on the closing of this offering, assuming no exercise of the over-allotment option or warrants.

Summary

  • ADAR1 Capital Management, LLC, ADAR1 Capital Management GP, LLC, and Daniel Schneeberger collectively reported beneficial ownership of Cellectar Biosciences, Inc. common stock.
  • The beneficial ownership for ADAR1 Capital Management, LLC and Daniel Schneeberger is 2,962 shares, representing 0.1% of the class.
  • ADAR1 Capital Management GP, LLC reported beneficial ownership of 2,540 shares, also representing 0.1% of the class.
  • The shares are held by ADAR1 Partners, LP (2,540 shares) and Spearhead Insurance Solutions IDF, LLC (422 shares).
  • ADAR1 Capital Management, LLC acts as the investment manager for ADAR1 Partners, LP and sub-advisor for Spearhead Insurance Solutions IDF, LLC.
  • ADAR1 Capital Management GP, LLC is the general partner of ADAR1 Partners, LP.
  • Daniel Schneeberger is the manager of both ADAR1 Capital Management, LLC and ADAR1 Capital Management GP, LLC, and is deemed to indirectly beneficially own the shares.
  • The filing is based on 2,677,039 shares of Cellectar Biosciences, Inc. common stock outstanding following a recent offering disclosed in a Form 424B4 prospectus filed on July 2, 2025.

Sentiment

Score: 5

Explanation: Neutral. This is a routine passive ownership disclosure (Schedule 13G) and does not contain information that would significantly alter the perception of the company's performance or prospects.

Future Outlook

NA

Industry Context

This filing is a routine disclosure of passive beneficial ownership by an investment firm and its principals, which does not provide specific insights into broader industry trends or competitive landscape for Cellectar Biosciences, Inc. It merely indicates a minor investment position.

Related Party Transactions

  • The filing details beneficial ownership across a group of related entities: ADAR1 Capital Management, LLC, ADAR1 Capital Management GP, LLC, Daniel Schneeberger, and ADAR1 Partners, LP.
  • ADAR1 Capital Management, LLC is the investment manager of ADAR1 Partners, LP and sub-advisor of Spearhead Insurance Solutions IDF, LLC.
  • ADAR1 Capital Management GP, LLC is the general partner of ADAR1 Partners, LP.
  • Daniel Schneeberger is the manager of both ADAR1 Capital Management, LLC and ADAR1 Capital Management GP, LLC, establishing a control relationship over the reported shares.

Stakeholder Impact

  • Shareholders: Minimal impact due to the passive nature and small percentage (0.1%) of ownership. It indicates a minor investment by a group of related entities.
  • Employees, Customers, Suppliers, Creditors: No direct impact from this ownership disclosure.

Key Dates

DateDescription
2025-06-30Date of event requiring the filing of this statement.
2025-07-02Date Cellectar Biosciences, Inc. filed Form 424B4 prospectus disclosing an offering.
2025-08-14Date of signing of this Schedule 13G Amendment No. 2.

Keywords

Cellectar Biosciences, ADAR1 Capital Management, Schedule 13G, Beneficial Ownership, Common Stock, Investment Management

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