SCHEDULE: Frazier Life Sciences Amends Phathom Pharma Stake
Schedule 13D Amendment
Frazier Life Sciences and affiliated entities filed an amended Schedule 13D, clarifying their beneficial ownership in Phathom Pharmaceuticals, Inc. and correcting prior attributions.
Summary
- Frazier Life Sciences Public Fund, L.P. beneficially owns 4,234,991 shares of Phathom Pharmaceuticals, Inc. common stock, representing 6.0% of the class.
- Frazier Life Sciences Public Overage Fund, L.P. beneficially owns 1,088,365 shares, representing 1.6% of the common stock.
- Frazier Life Sciences X, L.P. beneficially owns 59,403 shares, representing 0.1% of the common stock.
- Frazier Life Sciences XI, L.P. beneficially owns 980,286 shares, representing 1.4% of the common stock.
- Frazier Life Sciences IX, L.P. beneficially owns 5,827,415 shares, representing 8.2% of the common stock.
- Frazier Life Sciences XII, L.P. beneficially owns 276,029 shares, representing 0.4% of the common stock.
- The filing corrects previous attributions and overstatements of beneficial ownership by certain investment committee members of FHMLSP, L.L.C., FHMLSP Overage, L.L.C., FHMLS XI, L.L.C., and FHMLS XII, L.L.C., stating that no members of such committees are attributed beneficial ownership of the securities directly held by the respective funds.
- James N. Topper beneficially owns 5,985,327 shares, representing 8.6%, which includes direct holdings, options, and shared voting/dispositive power over shares held by Frazier Life Sciences IX, L.P. and Frazier Life Sciences X, L.P.
- Patrick J. Heron beneficially owns 5,901,756 shares, representing 8.4%, which includes direct holdings and shared voting/dispositive power over shares held by Frazier Life Sciences IX, L.P. and Frazier Life Sciences X, L.P.
- The reported beneficial ownership amounts do not include certain warrants and prefunded warrants, which are subject to beneficial ownership limitations (e.g., 19.99% exercise cap).
Sentiment
Score: 5
Explanation: The filing is a routine amendment to an ownership disclosure, primarily correcting attribution and updating percentages, without indicating any new strategic moves or significant changes in investment intent.
Positives
- The filing provides increased transparency and accuracy by correcting previous attributions and overstatements of beneficial ownership by certain investment committee members.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Provides updated and clarified information on significant institutional ownership for shareholders.
Key Dates
| Date | Description |
|---|---|
| 2019-11-06 | Original Schedule 13D filed. |
| 2020-06-17 | Amendment to Schedule 13D filed. |
| 2020-12-23 | Amendment to Schedule 13D filed. |
| 2022-08-11 | Amendment to Schedule 13D filed. |
| 2022-09-26 | Amendment to Schedule 13D filed. |
| 2023-05-05 | Amendment to Schedule 13D filed. |
| 2023-05-26 | Amendment to Schedule 13D filed. |
| 2024-06-06 | Amendment to Schedule 13D filed. |
| 2024-08-22 | Amendment to Schedule 13D filed. |
| 2025-05-13 | Amendment to Schedule 13D filed (Joint Filing Agreement date). |
| 2025-08-04 | Date as of which 70,943,708 shares of the Issuer's Common Stock were outstanding, as reported in the Issuer's Quarterly Report on Form 10-Q filed on August 7, 2025. |
| 2025-08-14 | Signature date for FHMLS IX, L.L.C. |
| 2025-08-18 | Date of event which requires filing of this statement. |
| 2025-08-20 | Signature date for most reporting persons. |
Keywords
Phathom Pharmaceuticals, PHATHOM, PHAT, Frazier Life Sciences, Schedule 13D, beneficial ownership, common stock, SEC filing, investment fund, institutional ownership, biotech, pharmaceuticals
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