SCHEDULE 13D/A: Major Investor Group Sells Over 2.6 Million Shares of ITEOS THERAPEUTICS, Reducing Stake Below 5%

Sentiment:

Shareholder Ownership Update 15 May 2025 9:30 PM

📋All filings for Iteos Therapeutics, INC

A group of investment entities and individuals, including MPM BioVentures and UBS Oncology Impact Fund, have sold 2,680,732 shares of ITEOS THERAPEUTICS, INC. common stock for over $20 million, resulting in their collective beneficial ownership falling below the 5% threshold.

Worse than expectedA major investor group, including entities associated with key individuals (Ansbert Gadicke, Luke Evnin, Todd Foley) who are likely insiders or closely connected, significantly reduced their stake in ITEOS THERAPEUTICS.The sale of over 2.6 million shares for more than $20 million and the subsequent drop below the 5% beneficial ownership threshold can be interpreted by the market as a negative signal regarding the company's future prospects or the investors' confidence.

Summary

This document is Amendment No. 4 to the Schedule 13D filing for ITEOS THERAPEUTICS, INC. Common Stock, updating previous filings from August 7, 2020, September 21, 2021, October 19, 2021, and December 10, 2021.
The filing reports open market sales of the Issuer's Common Stock by a group of investment entities (MPM Entities) and individuals (Ansbert Gadicke, Luke Evnin, Todd Foley), collectively referred to as the 'Filing Persons'.
The MPM Entities sold an aggregate of 2,680,732 shares of Common Stock in open market transactions.
These sales occurred between May 13, 2025, and May 15, 2025, generating aggregate gross proceeds of $20,488,518.
The average sale price was $8.06 per share on May 13, 2025, and $7.38 per share on May 14, 2025.
As a result of these transactions, all Filing Persons ceased to be the beneficial owners of more than five percent of the Common Stock on May 14, 2025.
The calculation of beneficial ownership is based on 38,273,795 shares of Common Stock outstanding as of April 22, 2025.
After the sales, Ansbert Gadicke beneficially owns 4.7% (1,803,996 shares), Luke Evnin beneficially owns 2.9% (1,101,685 shares), and Todd Foley beneficially owns 2.9% (1,101,685 shares).

Sentiment

Score: 3

Explanation: The sentiment is negative as a significant investor group has divested a large portion of their holdings, reducing their stake below 5%. This often signals a lack of confidence or a strategic exit, which can be perceived negatively by the market.

Positives

Negatives

A significant block of shares (2,680,732 shares) was sold by a major investor group, potentially signaling a lack of confidence or a strategic shift away from the Issuer.
The collective beneficial ownership of the Filing Persons dropped below the 5% threshold, indicating a reduced influence or commitment from these previously significant shareholders.
The sales occurred over a short period (May 13-15, 2025), which could exert downward pressure on the stock price.

Risks

Future Outlook

Management Comments

Industry Context

This filing reflects a significant divestment by a venture capital investment group specializing in the life sciences/oncology sector. While not directly commenting on industry trends, such sales by specialized funds can sometimes indicate a shift in investment strategy or a re-evaluation of specific company prospects within the biotechnology or pharmaceutical industry.

Comparison to Industry Standards

Legal Proceedings

Related Party Transactions

The Filing Persons, including MPM Entities and individuals Ansbert Gadicke, Luke Evnin, and Todd Foley, are interconnected through their roles in the various investment vehicles.
Drs. Gadicke and Evnin and Mr. Foley are managing directors/partners of the entities that directly or indirectly control the shares sold.
These individuals are likely to have had significant insight into the company, making their divestment notable.

Stakeholder Impact

Shareholders: Existing shareholders may view the significant sale by a major investor group as a negative signal, potentially leading to decreased investor confidence and downward pressure on the stock price.
Company Management: The divestment by a significant investor group could impact the company's ability to raise future capital or influence its strategic direction, especially if these investors had board representation or significant advisory roles.

Next Steps

Key Dates

Date	Description
2020-08-07	Initial Schedule 13D filed with the SEC.
2021-09-21	Amendment No. 1 to Schedule 13D filed.
2021-10-19	Amendment No. 2 to Schedule 13D filed.
2021-12-10	Amendment No. 3 to Schedule 13D filed.
2025-04-22	Date as of which 38,273,795 shares of Common Stock were outstanding, as reported in the Issuer's Form 10-Q.
2025-04-28	Issuer's Form 10-Q filed with the SEC, reporting shares outstanding as of April 22, 2025.
2025-05-13	Date of event requiring filing of this statement; first day of open market sales by MPM Entities.
2025-05-14	Date on which all Filing Persons ceased to be beneficial owners of more than five percent of the Common Stock.
2025-05-15	Last day of open market sales by MPM Entities; date of signing of the Schedule 13D/A.

Recommendation

hold

Keywords

ITEOS THERAPEUTICS, Common Stock, SEC filing, Schedule 13D/A, share sales, beneficial ownership, MPM BioVentures, UBS Oncology Impact Fund, institutional selling, biotechnology, pharmaceuticals, investor activity

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