SCHEDULE 13G/A: FMR LLC and Abigail P. Johnson Reaffirm 9.3% Stake in Disc Medicine Inc.
Beneficial Ownership Report
FMR LLC and Abigail P. Johnson have filed an amended Schedule 13G, confirming their beneficial ownership of 9.3% of Disc Medicine Inc.'s common stock as of March 31, 2025.
Summary
- FMR LLC and Abigail P. Johnson jointly reported beneficial ownership of 3,224,381 shares of Disc Medicine Inc. common stock.
- This aggregate amount represents 9.3% of the total outstanding common stock of Disc Medicine Inc.
- The filing is an Amendment No. 1 to a previous Schedule 13G, indicating a continued holding rather than a new acquisition.
- FMR LLC is classified as a parent holding company, and Abigail P. Johnson is an individual reporting person.
- Abigail P. Johnson serves as a Director, Chairman, and Chief Executive Officer of FMR LLC, and the Johnson family holds significant voting power in FMR LLC through Series B voting common shares and a voting agreement.
- The reporting persons certify that the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Disc Medicine Inc.
Sentiment
Score: 6
Explanation: The document is neutral in tone, as it is a factual disclosure of beneficial ownership. The continued significant stake by a major investor could be seen as mildly positive, indicating sustained confidence, but it is not a performance report.
Positives
- A major institutional investor, FMR LLC, and its principal, Abigail P. Johnson, maintain a significant 9.3% stake in Disc Medicine Inc., indicating continued confidence.
- The filing explicitly states that the shares are held in the ordinary course of business and not for the purpose of influencing control, suggesting a passive and stable investment stance.
Negatives
- The document does not contain any negative information regarding Disc Medicine Inc.'s operations or financial performance, as it is a beneficial ownership filing.
Risks
- The document, being a beneficial ownership filing, does not explicitly detail risks related to Disc Medicine Inc.'s business operations or financial health.
Future Outlook
This filing is a beneficial ownership report and does not contain forward-looking statements or guidance regarding Disc Medicine Inc.'s future performance or operations.
Management Comments
- "The securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ยงยง 240.14a-11."
Industry Context
This Schedule 13G filing is a routine disclosure of a significant ownership stake by an institutional investor. It does not provide specific insights into Disc Medicine Inc.'s industry position, competitive landscape, or broader industry trends, as its primary purpose is to report beneficial ownership.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Shareholder Agreement Disclosure | Members of the Johnson family, including Abigail P. Johnson, are predominant owners of Series B voting common shares of FMR LLC (49% voting power) and have a shareholders' voting agreement to vote all Series B shares in accordance with the majority vote. This may deem them a controlling group with respect to FMR LLC under the Investment Company Act of 1940. | N/A | Clarifies the internal governance structure and control dynamics within FMR LLC, the parent holding company, which indirectly controls the reported shares in Disc Medicine Inc. |
Related Party Transactions
- Abigail P. Johnson, a reporting person, is a Director, Chairman, and Chief Executive Officer of FMR LLC, the other reporting person. The Johnson family, including Abigail P. Johnson, are predominant owners of FMR LLC's Series B voting common shares and have a voting agreement, establishing a control relationship between the reporting persons.
Stakeholder Impact
- Shareholders: The continued significant ownership by FMR LLC and Abigail P. Johnson may be viewed as a sign of stability and long-term interest from a major institutional investor.
Next Steps
- The document does not specify any future actions, events, or milestones for Disc Medicine Inc. or the reporting persons beyond the routine filing requirements.
Key Dates
| Date | Description |
|---|---|
| 2023-01-03 | Effective date of Power of Attorney for FMR LLC. |
| 2023-01-10 | Date of original Schedule 13G filing by FMR LLC (accession number -23-000003) where FMR LLC's Power of Attorney was incorporated by reference. |
| 2023-01-26 | Effective date of Power of Attorney for Abigail P. Johnson. |
| 2023-01-31 | Date of original Schedule 13G filing by FMR LLC where Abigail P. Johnson's Power of Attorney was incorporated by reference. |
| 2025-03-31 | Date of event which requires filing of this statement (reporting date for beneficial ownership). |
| 2025-05-09 | Date of signing and filing of this Schedule 13G Amendment No. 1. |
Keywords
Disc Medicine Inc., FMR LLC, Abigail P. Johnson, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investor, SEC Filing
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