SCHEDULE: Redmile Group Boosts Stake in Fate Therapeutics, Signaling Increased Confidence
Schedule 13D Amendment
Redmile Group, LLC, a key investor in Fate Therapeutics Inc., has elected to increase its maximum beneficial ownership percentage of pre-funded warrants from 9.99% to 14.99%, effective 61 days after July 1, 2025.
Summary
- Redmile Group, LLC, Jeremy C. Green, and RedCo II Master Fund, L.P. (the "Reporting Persons") have filed Amendment No. 9 to their Schedule 13D, detailing their updated beneficial ownership in Fate Therapeutics Inc.
- The Reporting Persons collectively beneficially own 17,941,579 shares of Common Stock, representing 14.9% of the class, while RedCo II Master Fund, L.P. specifically beneficially owns 13,479,013 shares, representing 11.3% of the class.
- A significant update is Redmile's election on July 1, 2025, to increase the "Maximum Percentage" for their Pre-Funded Warrants from 9.99% to 14.99%, which will become effective 61 days after this date.
- The beneficial ownership calculation is based on 114,633,022 shares of Common Stock outstanding as of May 6, 2025, as disclosed in Fate Therapeutics' quarterly report on Form 10-Q for the period ended March 31, 2025.
- The reported beneficial ownership also includes 152,227 shares from exercisable options and a maximum of 4,905,075 shares issuable upon exercise of Pre-Funded Warrants or conversion of Class A Preferred Stock, subject to beneficial ownership limitations.
- The Class A Preferred Stock is convertible into Common Stock on a one-for-five basis, subject to a 14.99% beneficial ownership limitation.
- Pre-Funded Warrants are exercisable at a price of $0.001 per share.
- The source of funds for these holdings is the working capital of private investment funds managed by Redmile Group, LLC.
Sentiment
Score: 8
Explanation: The filing indicates a significant institutional investor, Redmile Group, is increasing its potential ownership in Fate Therapeutics, reflecting strong confidence in the company's future prospects.
Positives
- Redmile Group, a significant institutional investor, has increased its potential beneficial ownership in Fate Therapeutics Inc. by raising the "Maximum Percentage" for its Pre-Funded Warrants from 9.99% to 14.99%, indicating increased confidence and a deeper commitment to the company.
- The continued accumulation of shares and convertible securities by Redmile Group suggests a long-term bullish outlook on Fate Therapeutics' prospects.
Future Outlook
Redmile Group has elected to increase its "Maximum Percentage" for Pre-Funded Warrants from 9.99% to 14.99%, effective 61 days after July 1, 2025, indicating an intention to potentially increase their stake further in the future.
Industry Context
This filing reflects an institutional investor's strategic positioning within the biotechnology sector, specifically in a company like Fate Therapeutics, which is likely involved in cell therapy or related biopharmaceutical development. The increased stake by Redmile Group, a specialized healthcare investor, could signal positive long-term prospects for Fate Therapeutics within the competitive biopharma landscape.
Comparison to Industry Standards
- This document is a Schedule 13D amendment detailing an investor's stake, not a company's financial or operational results. Therefore, a direct comparison to industry standards for company performance is not applicable.
- The filing does not provide specific comparable companies, projects, or results.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Board Member of Issuer | NA | Michael S. Lee | NA | Michael S. Lee, a managing director of Redmile, serves as a member of the Board of Directors of Fate Therapeutics Inc. No changes to his role or other management personnel are reported. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Existing Governance Mechanism | The document references "Preferred Beneficial Ownership Blocker" and "Warrant Beneficial Ownership Blocker," which are provisions in the Issuer's Certificate of Designation and Pre-Funded Warrants, respectively, limiting beneficial ownership. These are existing governance mechanisms, not new changes. | NA | These mechanisms limit the extent to which a single holder can convert preferred stock or exercise warrants, ensuring a more distributed ownership structure. |
Related Party Transactions
- Michael S. Lee, a managing director of Redmile and a board member of Fate Therapeutics, holds restricted stock units and options granted by the Issuer. These are held as a nominee for Redmile, with all economic, pecuniary, and voting rights assigned to Redmile.
Stakeholder Impact
- Shareholders: The increased commitment from a major institutional investor like Redmile Group could be perceived as a positive signal, potentially boosting investor confidence and the company's stock valuation.
- Management: The continued support from a significant shareholder may provide stability and validation for the company's strategic direction.
Next Steps
- The increase in the "Maximum Percentage" for Pre-Funded Warrants from 9.99% to 14.99% will become effective 61 days after July 1, 2025.
Key Dates
| Date | Description |
|---|---|
| August 2, 2018 | Original Schedule 13D filed. |
| September 27, 2018 | Amendment No. 1 to Schedule 13D filed. |
| September 17, 2019 | Amendment No. 2 to Schedule 13D filed. |
| June 18, 2020 | Amendment No. 3 to Schedule 13D filed. |
| January 12, 2021 | Amendment No. 4 to Schedule 13D filed. |
| April 19, 2023 | Amendment No. 5 to Schedule 13D filed. |
| December 26, 2023 | Amendment No. 6 to Schedule 13D filed. |
| March 25, 2024 | Amendment No. 7 to Schedule 13D filed. |
| December 26, 2024 | Amendment No. 8 to Schedule 13D filed. |
| May 6, 2025 | Date of Common Stock outstanding calculation (114,633,022 shares). |
| May 13, 2025 | Date Issuer's quarterly report on Form 10-Q for Q1 2025 was filed. |
| July 1, 2025 | Redmile delivered election notice to increase Maximum Percentage for Pre-Funded Warrants. |
| July 2, 2025 | Date of event which requires filing of this statement. |
| July 3, 2025 | Date of signing of this Amendment No. 9. |
| 61 days after July 1, 2025 | Effective date for the increase in Maximum Percentage for Pre-Funded Warrants from 9.99% to 14.99%. |
Recommendation
holdKeywords
Fate Therapeutics, FATE, Redmile Group, RedCo II, Schedule 13D, beneficial ownership, common stock, pre-funded warrants, Class A Preferred Stock, institutional investment, biotech, biopharma
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