SCHEDULE: Perceptive Advisors Discloses 4.99% Stake in Inventiva S.A.

Perceptive Advisors and its affiliates have reported a 4.99% beneficial ownership stake in Inventiva S.A., including ordinary shares and various warrants.

Summary

• Perceptive Advisors LLC, Joseph Edelman, and Perceptive Life Sciences Master Fund, Ltd. (collectively, "Reporting Persons") have filed an amendment to their Schedule 13G regarding Inventiva S.A.
• The Reporting Persons beneficially own an aggregate of 7,300,666 Ordinary Shares of Inventiva S.A.
• This ownership represents 4.99% of Inventiva S.A.'s outstanding Ordinary Shares, based on 145,951,274 shares outstanding as of October 20, 2025.
• The Master Fund directly holds 6,945,995 Ordinary Shares.
• The Master Fund also holds Pre-Funded Warrants exercisable for 5,555,555 Ordinary Shares and Tranche 3 Performance Warrants exercisable for 6,666,666 Ordinary Shares.
• Due to a beneficial ownership limitation, only 354,671 of the Pre-Funded Warrants are currently exercisable, preventing the Reporting Persons from exceeding 4.99% ownership.
• The Performance Warrants are not currently exercisable and are contingent on Inventiva S.A. publicly releasing positive topline data for a Key Primary or Secondary Endpoint by June 15, 2027.
• The securities were not acquired for the purpose of changing or influencing control of Inventiva S.A.

Sentiment

Score: 7

Explanation: The filing indicates a significant, long-term strategic investment by a specialized life sciences fund. The inclusion of performance-based warrants suggests confidence in future clinical milestones, which is generally positive for a biotech company. The 4.99% cap is a regulatory strategy rather than a negative sentiment.

Positives

• A significant institutional investor, Perceptive Advisors, maintains a substantial stake in Inventiva S.A., indicating continued confidence in the company's long-term prospects.
• The holding of Performance Warrants tied to clinical trial success suggests an expectation of positive future clinical data for Inventiva S.A.'s pipeline.

Negatives

• The beneficial ownership limitation of 4.99% restricts the immediate exercise of a large portion of the Pre-Funded Warrants, potentially limiting the investor's flexibility or ability to increase their stake quickly.
• The Performance Warrants are contingent on specific clinical milestones by June 15, 2027, introducing a time-bound condition for their value realization.

Risks

• The Performance Warrants are subject to the risk that Inventiva S.A. may not publicly release positive topline data for a Key Primary or Secondary Endpoint by June 15, 2027, which would render these warrants unexercisable and potentially worthless.
• The Beneficial Ownership Limitation restricts the Reporting Persons' ability to fully exercise their Pre-Funded Warrants, potentially limiting their upside if the stock price increases significantly.

Future Outlook

The future outlook for the Reporting Persons' investment in Inventiva S.A. is tied to the company's clinical development success. The Performance Warrants, exercisable only upon the public release of positive topline data for a Key Primary or Secondary Endpoint by June 15, 2027, indicate a forward-looking bet on Inventiva S.A.'s pipeline. The current beneficial ownership limitation of 4.99% also shapes the immediate exercisability of Pre-Funded Warrants.

Industry Context

This Schedule 13G filing indicates a significant, but non-controlling, institutional investment in Inventiva S.A., a biotechnology company. Such filings are common in the biotech sector where specialized funds like Perceptive Advisors make strategic investments, often including warrants, to capitalize on potential drug development milestones. The 4.99% ownership threshold is a common strategy to avoid more extensive reporting requirements (e.g., Schedule 13D, which implies intent to influence control).

Stakeholder Impact

• Shareholders: The continued significant investment by Perceptive Advisors could be seen as a vote of confidence, potentially stabilizing or positively influencing investor sentiment. The existence of warrants could lead to future dilution if exercised, but also reflects potential future value creation.
• Company Management: Awareness of a significant institutional investor with performance-linked warrants may add pressure to achieve clinical milestones.

Next Steps

• Inventiva S.A. needs to publicly release topline data announcing that any Key Primary Endpoint or Key Secondary Endpoint has been met by June 15, 2027, for the Performance Warrants to become exercisable.

Key Dates

Recommendation

The filing reveals a significant, strategic stake by a reputable life sciences investor, Perceptive Advisors, in Inventiva S.A. The inclusion of performance-based warrants tied to clinical trial success suggests a positive long-term outlook contingent on pipeline execution. However, the 4.99% ownership limitation and the contingent nature of the Performance Warrants mean that while there's institutional confidence, immediate catalysts for a significant price movement based solely on this filing are limited. The investment is a long-term bet on clinical success, warranting a "hold" for existing investors and further due diligence for new investors until clinical data is released.

Keywords

Inventiva S.A., Perceptive Advisors, Joseph Edelman, Schedule 13G, beneficial ownership, ordinary shares, pre-funded warrants, performance warrants, biotech, pharmaceutical, investment, institutional investor, SEC filing