SCHEDULE: Redmile Group Reorganizes 9.9% Stake in Nurix Therapeutics

Redmile Group has completed an internal reorganization of its holdings in Nurix Therapeutics, maintaining a 9.9% stake while shifting direct ownership to a new subsidiary.

Summary

• Redmile Group, LLC and Jeremy C. Green reported a combined beneficial ownership of 10,696,314 shares, representing 9.9% of Nurix Therapeutics.
• The filing details an internal reorganization where RedCo II Master Fund, L.P. transferred its entire holding to its wholly-owned subsidiaries, including RedCo II Offshore SPV LLC.
• RedCo II Offshore SPV LLC now directly holds 5,967,424 shares, equivalent to a 5.6% stake.
• The total ownership includes 7,031,908 shares of common stock and 3,664,406 shares issuable upon the exercise of pre-funded warrants.
• RedCo II Master Fund, L.P. has reduced its direct ownership to zero and is expected to be dissolved following this transfer.
• Ownership percentages are based on 103,405,813 shares of common stock outstanding as of April 1, 2026.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral administrative event, as the aggregate ownership of the Redmile Group remains unchanged despite the internal fund restructuring.

Positives

• Redmile Group maintains a significant 9.9% institutional stake, indicating continued long-term commitment to the company.
• The use of pre-funded warrants allows the investor to maintain economic exposure while managing regulatory ownership thresholds.

Negatives

• The dissolution of the RedCo II Master Fund, L.P. and the shift to SPVs could potentially simplify a future exit strategy, though no such intent is stated.

Risks

• A beneficial ownership blocker prevents the reporting persons from exercising warrants if it would result in owning more than 9.99% of the company.
• Concentrated ownership of 9.9% by a single investment group could lead to share price volatility if the group decides to liquidate its position.

Future Outlook

The reporting persons have certified that the securities were not acquired for the purpose of changing or influencing the control of the issuer, indicating a continued passive investment strategy.

Management Comments

• Redmile and Mr. Green each disclaim beneficial ownership of these securities, except to the extent of its or his pecuniary interest in such shares, if any.

Industry Context

StockSavvy.ai notes that significant stakes from specialized healthcare investment firms like Redmile Group are common in the biotechnology sector, often serving as a vote of confidence in a company's clinical pipeline and platform technology.

Comparison to Industry Standards

• A 9.9% stake is a standard institutional 'toe-hold' position in mid-cap biotech, comparable to positions held by peers such as OrbiMed or Baker Bros. Advisors.
• The use of pre-funded warrants with a 9.99% blocker is a frequent structural choice for institutional investors to avoid triggering Section 16 'insider' status while maximizing economic interest.

Related Party Transactions

• Internal transfer of Nurix Therapeutics securities from RedCo II Master Fund, L.P. to its wholly-owned subsidiaries for no consideration.

Stakeholder Impact

• Minimal impact on external stakeholders as the total voting and dispositive power of the Redmile Group remains constant at 9.9%.

Next Steps

• Dissolution of RedCo II Master Fund, L.P. following the transfer of assets to its subsidiaries.

Key Dates

Recommendation

The filing indicates no change in the overall investment position of a major institutional holder, suggesting a steady-state outlook for the company's valuation from their perspective.

Keywords

Nurix Therapeutics, Redmile Group, Jeremy C. Green, Schedule 13G, Beneficial Ownership, Biotechnology, Pre-Funded Warrants, Institutional Investment