SCHEDULE: Venrock Group Discloses 9.9% Stake in Cybin Inc.

A group of Venrock entities and individuals has reported a 9.9% beneficial ownership stake in Cybin Inc., primarily through common shares and warrants.

Summary

• Venrock Healthcare Capital Partners III, L.P., VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P., VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah, and Bong Koh (collectively, the "Reporting Persons") have filed a Schedule 13G.
• The Reporting Persons collectively beneficially own 5,111,412 common shares of Cybin Inc.
• This represents 9.9% of Cybin Inc.'s outstanding common shares, rounded down from 9.99% due to EDGAR system limitations.
• The ownership includes common shares, pre-funded warrants, and common warrants.
• Warrants contain a "Beneficial Ownership Blocker" preventing exercise if it would result in ownership exceeding 9.99% of outstanding common shares.
• The beneficial ownership percentage is calculated based on 27,616,381 common shares outstanding as of October 28, 2025, 22,277,750 common shares issued in a registered direct offering that closed on October 31, 2025, and 1,271,162 common shares issuable upon warrant exercise.
• The Reporting Persons certified that the securities were not acquired or held for the purpose of changing or influencing control of Cybin Inc.

Sentiment

Score: 7

Explanation: The filing indicates a significant, passive institutional investment in Cybin Inc. by a reputable healthcare capital firm, which is generally a positive signal of investor confidence. The beneficial ownership blocker is a neutral structural detail, not inherently negative for the company itself.

Positives

• A significant institutional investor group, Venrock, holds a substantial stake, indicating confidence in Cybin Inc.
• The investment includes warrants, suggesting potential for increased ownership if the company performs well and the beneficial ownership blocker allows.

Risks

• The "Beneficial Ownership Blocker" limits the extent to which the Reporting Persons can exercise their warrants and increase their stake beyond 9.99%, potentially capping their influence or future investment flexibility.

Future Outlook

The filing does not provide forward-looking statements or guidance from Cybin Inc. or the Reporting Persons regarding the company's future performance, beyond the passive investment intent.

Industry Context

This filing indicates continued institutional investor interest in Cybin Inc., a company operating in the healthcare sector, specifically related to its common shares and warrants. The investment by Venrock, a healthcare-focused capital firm, suggests a strategic position within the evolving healthcare and biotechnology landscape.

Stakeholder Impact

• Shareholders: The disclosure of a significant institutional investor group holding a 9.9% stake could be viewed positively, signaling confidence in the company.
• Company Management: Awareness of a large, passive institutional holder may influence strategic decisions, though the filing explicitly states no intent to influence control.

Key Dates

Recommendation

The filing reveals a substantial, passive investment by a reputable healthcare capital group, Venrock, in Cybin Inc. This indicates a degree of institutional confidence in the company's long-term prospects. However, as a Schedule 13G, it explicitly states no intent to influence control, suggesting a hands-off approach. While the significant stake is a positive signal, the filing itself does not provide new operational or financial data to warrant a 'buy' or 'sell' recommendation. Investors should 'hold' and monitor future developments, particularly regarding Cybin Inc.'s operational performance and any changes in Venrock's investment posture.

Keywords

Cybin Inc., Venrock, Schedule 13G, Beneficial Ownership, Common Shares, Warrants, Institutional Investor, SEC Filing, CYBN, Healthcare Capital