SCHEDULE: Great Point Partners Discloses 9.99% Stake in ProMIS Neurosciences

Great Point Partners, LLC, along with Dr. Jeffrey R. Jay and Ms. Lillian Nordahl, reported a 9.99% beneficial ownership stake in ProMIS Neurosciences Inc. through common shares and exercisable warrants.

Summary

• Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl collectively reported beneficial ownership of 5,972,369 common shares of ProMIS Neurosciences Inc.
• This ownership represents 9.99% of the issuer's outstanding common shares.
• The percentage is calculated based on 53,811,110 common shares outstanding as of October 3, 2025, plus the 5,972,369 shares issuable upon exercise of warrants held by the reporting persons, totaling 59,783,479 shares.
• The reporting persons hold Pre-Funded Warrants to purchase 467,289 shares and Warrants to purchase 9,773,961 shares, but their beneficial ownership is capped at 9.99% due to warrant provisions.
• Great Point Partners, LLC serves as the investment manager for Biomedical Value Fund, L.P. and Biomedical Offshore Value Fund, Ltd., which are the record holders of these warrants.
• Dr. Jeffrey R. Jay, M.D., as Senior Managing Member, and Ms. Lillian Nordahl, as Managing Director of Great Point, have shared voting and investment power over these shares.
• The reporting persons certified that the securities were not acquired or held for the purpose of changing or influencing control of the issuer, except for activities related to a nomination under Rule 14a-11.

Sentiment

Score: 7

Explanation: The continued significant beneficial ownership by Great Point Partners, LLC, a specialized healthcare investment firm, suggests ongoing confidence in ProMIS Neurosciences Inc. The 9.99% stake, maintained despite holding warrants for a larger number of shares due to a beneficial ownership cap, indicates a strategic, long-term investment.

Positives

• A significant institutional investor, Great Point Partners, LLC, maintains a substantial stake (9.99%) in ProMIS Neurosciences Inc., indicating continued confidence in the company.
• The beneficial ownership is held through warrants, suggesting a long-term investment perspective and potential for future capital infusion upon exercise.

Negatives

• The beneficial ownership cap at 9.99% limits the immediate influence the reporting persons can exert through direct share ownership, despite holding warrants for a larger number of shares.

Risks

• The beneficial ownership cap on warrants means that the full potential voting power or economic interest from the total warrants held (over 10 million shares) is not immediately realized, which could limit the reporting persons' ability to influence corporate actions if needed.
• The disclaimer of beneficial ownership by Great Point, Dr. Jay, and Ms. Nordahl, except to the extent of their pecuniary interests, clarifies their legal position but might imply a nuanced level of control or responsibility.

Future Outlook

NA

Industry Context

This filing reflects a common practice in the investment management industry where institutional investors disclose significant ownership stakes in public companies. Great Point Partners, as an investment manager specializing in healthcare, is demonstrating its continued investment in the biotechnology sector, specifically in neurosciences, through ProMIS Neurosciences Inc.

Corporate Governance

Stakeholder Impact

• Shareholders: The disclosure of a significant, stable institutional investor holding a near 10% stake could be viewed positively, potentially signaling confidence in the company's long-term prospects and stability in the shareholder base.
• Management: Awareness of a large, active institutional investor can influence management's strategic decisions and focus on shareholder value.

Key Dates

Recommendation

The filing indicates a significant, stable institutional ownership stake, which is generally a positive signal of investor confidence. However, as an ownership disclosure (Schedule 13G Amendment), it does not contain new operational or financial performance data that would typically drive a 'buy' or 'sell' recommendation. The maintenance of a 9.99% stake, even with a beneficial ownership cap on warrants, suggests a continued strategic interest without immediate intent to influence control, supporting a 'hold' position for existing investors who believe in the company's long-term strategy.

Keywords

ProMIS Neurosciences, Great Point Partners, Schedule 13G, beneficial ownership, common shares, warrants, institutional investment, neurosciences, biotechnology, SEC filing, investment management