SCHEDULE 13D/A: French State-Backed Entities Adjust Innate Pharma SA Ownership Disclosure Following Share Dilution

Several French state-backed entities, including Bpifrance Participations and Caisse des Dépôts, have updated their Schedule 13D filing for Innate Pharma SA, reflecting a decreased percentage ownership due to an increase in the Issuer's outstanding shares, not through their own transactions.

Summary

• This document is Amendment No. 3 to the Schedule 13D filing concerning the beneficial ownership of Ordinary Shares (nominal value EUR0.05 per share) of Innate Pharma SA (the "Issuer").
• The Reporting Persons include Bpifrance Participations S.A., CDC Croissance S.A., Caisse des Dépôts, EPIC Bpifrance, and Bpifrance S.A.
• The amendment reflects a decrease in the Reporting Persons' percentage ownership of Innate Pharma SA's Ordinary Shares.
• This decrease is solely attributed to an increase in the number of Innate Pharma SA's outstanding Ordinary Shares since the previous filing (Amendment No. 2), and not due to any transactions (sales or purchases) by the Reporting Persons.
• As of April 25, 2025, Innate Pharma SA had 92,157,148 Ordinary Shares outstanding (calculated under U.S. law).
• Bpifrance Participations directly holds 6,389,406 Ordinary Shares, representing approximately 6.9% of the Issuer's outstanding shares and theoretical voting rights.
• CDC Croissance directly holds 930,023 Ordinary Shares, representing approximately 1.0% of the Issuer's outstanding shares and theoretical voting rights.
• Caisse des Dépôts is deemed the beneficial owner of 7,319,429 Ordinary Shares, representing approximately 7.9% of the class, through its joint ownership and control of Bpifrance and its ownership of CDC Croissance.
• Bpifrance and EPIC Bpifrance are each deemed beneficial owners of 6,389,406 Ordinary Shares, representing approximately 6.9% of the class, through their indirect ownership/control of Bpifrance Participations.
• The Reporting Persons acquired their shares for investment purposes and retain the right to change their investment intent, including acquiring more shares or selling existing ones.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership changes due to share dilution, not a performance report. It is neutral in tone and content regarding the Issuer's prospects, focusing solely on the reporting persons' stake.

Positives

• The Reporting Persons maintain a significant investment in Innate Pharma SA, indicating continued strategic interest.
• The reduction in percentage ownership is not due to the Reporting Persons selling shares, but rather an increase in the Issuer's total outstanding shares, which could imply the Issuer has successfully raised capital or issued shares for growth initiatives.

Negatives

• The Reporting Persons' percentage ownership in Innate Pharma SA has been diluted due to the increase in the Issuer's outstanding share count.

Risks

• The Reporting Persons retain the right to change their investment intent, which includes potentially acquiring additional shares or disposing of all or part of their current holdings, actions that could influence the Issuer's share price.

Future Outlook

The Reporting Persons acquired their Ordinary Shares for investment purposes and retain the right to change their investment intent, including acquiring additional shares or selling existing holdings. They may also engage in ordinary course transactions with financial institutions and may consider or formulate plans regarding the Issuer, including holding discussions with management or the board of directors of the Issuer or other third parties.

Industry Context

This filing is a routine regulatory disclosure of beneficial ownership by institutional investors, primarily French state-backed entities, in a publicly traded company. It reflects a change in percentage ownership due to the Issuer's capital structure adjustments rather than a strategic shift by the investors, which is a common occurrence in the market when companies issue new shares.

Legal Proceedings

• None of the Reporting Persons, nor any of the persons referred to in Exhibit 99.2, have been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) during the last five years.
• None of the Reporting Persons, nor any of the persons referred to in Exhibit 99.2, have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws during the last five years.

Stakeholder Impact

• Shareholders: The increase in outstanding shares by Innate Pharma SA has diluted the percentage ownership of existing shareholders, including the Reporting Persons.

Next Steps

• Reporting Persons may change their investment intent regarding Innate Pharma SA shares.
• Reporting Persons may acquire additional Ordinary Shares or other securities of the Issuer.
• Reporting Persons may sell or dispose of all or part of their beneficially owned Ordinary Shares or other securities.
• Reporting Persons may engage in ordinary course transactions with financial institutions regarding the securities.
• Reporting Persons may consider and formulate plans regarding matters described in Items 4(a)-(j) of Schedule 13D instructions.
• Reporting Persons may hold discussions or make formal proposals to Innate Pharma SA management or board, or other third parties, regarding such matters.

Key Dates

Keywords

Innate Pharma SA, Schedule 13D/A, Beneficial Ownership, Bpifrance Participations, Caisse des Dépôts, CDC Croissance, EPIC Bpifrance, Bpifrance S.A., Shareholding, Dilution, Investment, French State-Backed