SCHEDULE 13G/A: Commodore Capital Boosts Relay Therapeutics Stake to 9.9%

Commodore Capital LP and its affiliates have reported a 9.9% beneficial ownership stake in Relay Therapeutics, Inc., holding 17,000,000 shares of common stock.

Summary

• Commodore Capital LP, Commodore Capital Master LP, Robert Egen Atkinson, and Michael Kramarz are the reporting persons.
• The filing pertains to Relay Therapeutics, Inc.'s Common Stock, par value $0.0001 per share, with CUSIP 75943R102.
• As of September 30, 2025, the reporting persons collectively beneficially own 17,000,000 shares of Relay Therapeutics, Inc. common stock.
• This ownership represents 9.9% of the class, calculated based on 172,411,410 common shares outstanding as of August 1, 2025.
• The reporting persons hold shared voting power and shared dispositive power over all 17,000,000 beneficially owned shares.
• The securities were not acquired and are not held for the purpose of changing or influencing the control of the issuer, other than activities solely in connection with a nomination under Rule 14a-11.

Sentiment

Score: 6

Explanation: The filing indicates a significant passive ownership stake by an institutional investor, which can be interpreted as a vote of confidence in the issuer, Relay Therapeutics, Inc. However, it provides no operational or financial performance details.

Positives

• The reporting persons, including Commodore Capital LP, have disclosed a significant beneficial ownership of 17,000,000 shares, representing 9.9% of Relay Therapeutics, Inc.'s common stock, indicating a substantial institutional investment in the company.

Future Outlook

This filing is a disclosure of beneficial ownership and does not contain any forward-looking statements or guidance from the issuer or the reporting persons regarding future performance or strategic plans.

Management Comments

• Michael Kramarz, Managing Partner of Commodore Capital LP, certified that 'to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11.'

Industry Context

This Schedule 13G filing indicates a significant passive investment by an institutional fund in Relay Therapeutics, a company operating in the biotechnology sector. Such disclosures are common and reflect an investment firm's position in a publicly traded company, often signaling confidence in the company's long-term prospects within its industry.

Stakeholder Impact

• Shareholders: The disclosure of a significant institutional stake (9.9%) by Commodore Capital may be viewed positively by existing and potential shareholders, potentially signaling institutional confidence in Relay Therapeutics, Inc.

Key Dates

Keywords

Relay Therapeutics, Commodore Capital, Schedule 13G, beneficial ownership, common stock, institutional investor, equity stake, biotechnology