SCHEDULE: Commodore Capital Boosts Enliven Therapeutics Stake
Beneficial Ownership Report
Commodore Capital LP and affiliates report a 9.9% beneficial ownership stake in Enliven Therapeutics, Inc., including common stock and pre-funded warrants.
Summary
- Commodore Capital LP, Commodore Capital Master LP, Robert Egen Atkinson, and Michael Kramarz collectively beneficially own 6,022,957 shares of Enliven Therapeutics, Inc. Common Stock.
- This ownership represents 9.9% of the company's outstanding Common Stock.
- The beneficial ownership includes 4,692,809 shares of Common Stock and 1,330,148 shares of Common Stock acquirable through the exercise of pre-funded warrants.
- The pre-funded warrants are subject to a beneficial ownership limitation of 9.99%.
- An additional 195,792 shares of Common Stock underlying pre-funded warrants are excluded due to this beneficial ownership limitation.
- The ownership percentage is calculated based on 58,959,717 shares of Common Stock outstanding as of June 12, 2025, plus the 1,330,148 shares acquirable via warrants.
Sentiment
Score: 6
Explanation: The filing is primarily a factual disclosure of ownership. The significant stake by an institutional investor can be interpreted as a moderately positive signal of confidence in the issuer, but it does not provide performance-related sentiment.
Positives
- A significant 9.9% stake by institutional investors like Commodore Capital may signal confidence in Enliven Therapeutics' long-term prospects.
- The acquisition of pre-funded warrants indicates a strategic investment with potential for future conversion into common stock.
Negatives
- The beneficial ownership limitation of 9.99% on pre-funded warrants restricts immediate full conversion, potentially limiting the investor's immediate upside or influence.
Risks
- The value of the investment is subject to the market performance of Enliven Therapeutics' Common Stock.
- The beneficial ownership limitation on pre-funded warrants could impact the flexibility of the reporting persons to increase their stake beyond 9.99% without further disclosures or regulatory considerations.
Future Outlook
This filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance from Enliven Therapeutics, Inc. or the reporting persons regarding the issuer's future performance.
Industry Context
The filing indicates continued institutional investor interest in the biotechnology and pharmaceutical sector, with a significant stake taken in Enliven Therapeutics, a company focused on developing therapies. Such investments are common in the industry, reflecting confidence in specific pipelines or market positions.
Comparison to Industry Standards
- NA
Stakeholder Impact
- Shareholders: The disclosure of a significant institutional stake may influence investor perception and potentially the stock price, signaling institutional confidence or interest.
- Company Management: Awareness of a large institutional holder may influence strategic decisions or engagement with the investor.
Key Dates
| Date | Description |
|---|---|
| 2025-06-12 | Date as of which 58,959,717 shares of Issuer's Common Stock were outstanding, as per Rule 424(b)(5) Prospectus Supplement. |
| 2025-06-16 | Date of filing of Issuer's Rule 424(b)(5) Prospectus Supplement with the SEC. |
| 2025-06-30 | Date of event which required the filing of this Schedule 13G statement. |
| 2025-08-14 | Date of signing and filing of this Schedule 13G Amendment No. 3. |
Keywords
Enliven Therapeutics, Commodore Capital, Schedule 13G, Beneficial Ownership, Common Stock, Pre-funded Warrants, Institutional Investment, Biotechnology, Pharmaceuticals
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