SCHEDULE 13D/A: M28 Capital Exits Invivyd Stake Below 5%

M28 Capital Management LP and Marc Elia have filed an exit amendment to their Schedule 13D for Invivyd, Inc., indicating their beneficial ownership has fallen below 5% due to an increase in outstanding shares.

Summary

• M28 Capital Management LP and Marc Elia are filing Amendment No. 4 to their Schedule 13D, which serves as a final 'exit filing'.
• The reporting persons no longer beneficially own more than 5% of Invivyd, Inc.'s Common Stock.
• This change is solely due to an increase in the number of outstanding shares of Common Stock of the Issuer.
• M28 Capital Management LP beneficially owns 9,248,250 shares, representing 4.4% of the class.
• Marc Elia beneficially owns 9,548,250 shares, representing 4.6% of the class, which includes 300,000 director stock options.
• The percentages are calculated based on 209,377,291 shares of Common Stock reported outstanding as of August 22, 2025, following a recent offering and overallotment option exercise.
• No transactions in Invivyd, Inc. Common Stock have been effected by the Reporting Persons in the past sixty (60) days.

Sentiment

Score: 5

Explanation: The filing is neutral in sentiment as it is a procedural update regarding a change in beneficial ownership percentage due to dilution, rather than an operational or financial performance report.

Future Outlook

The filing does not provide any forward-looking statements or guidance regarding Invivyd, Inc.'s future operations or financial performance.

Industry Context

This filing is a routine regulatory update regarding a change in beneficial ownership percentage and does not provide specific industry context or trends.

Related Party Transactions

• Marc Elia holds 300,000 unvested and vested director stock options granted for his service on the board of directors of Invivyd, Inc. He is deemed to hold these options for the benefit of M28 Capital and its associated funds and accounts.

Stakeholder Impact

• Shareholders will note that M28 Capital Management LP and Marc Elia are no longer beneficial owners of more than 5% of Invivyd, Inc.'s Common Stock, primarily due to dilution from a recent capital raise by the company.

Next Steps

• The Reporting Persons are exiting the reporting system and no further Schedule 13D amendments are expected from them unless their beneficial ownership again exceeds 5%.

Key Dates

Keywords

Invivyd, M28 Capital Management, Marc Elia, Schedule 13D, Beneficial Ownership, Exit Filing, Common Stock, Dilution, SEC Filing