SCHEDULE: RA Capital Adjusts SAB Biotherapeutics Stake Disclosure

Sentiment:

Beneficial Ownership Filing Amendment


RA Capital Management and its affiliates have updated their Schedule 13D filing to reflect a change in their beneficial ownership percentage of SAB Biotherapeutics, Inc. due to an increase in the issuer's outstanding common stock.

Summary

  • RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (collectively, the 'Reporting Persons') have filed an amendment (Amendment No. 3) to their Schedule 13D.
  • This filing updates their beneficial ownership of SAB Biotherapeutics, Inc. common stock.
  • The change in beneficial ownership percentage is due to an increase in the total number of outstanding shares of common stock of SAB Biotherapeutics, Inc., not due to any acquisition or disposition of securities by the Reporting Persons.
  • As of August 3, 2026, the Reporting Persons beneficially own 9,609,852 shares of common stock, representing 9.9% of the outstanding shares.
  • This percentage is based on 90,986,368 shares outstanding as of August 3, 2026, as reported in SAB Biotherapeutics' Form 10-Q filed on August 6, 2026.
  • The Fund holds convertible preferred stock and warrants, which are subject to beneficial ownership blockers limiting conversion/exercise to maintain ownership below 9.99%.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as neutral to slightly positive, primarily reflecting an administrative update on beneficial ownership due to an increase in outstanding shares rather than a change in investment strategy or significant new information.

Positives

  • The Reporting Persons maintain a significant stake (9.9%) in SAB Biotherapeutics, Inc., indicating continued belief in the company's potential.
  • The filing clarifies that the change in ownership percentage is administrative, stemming from an increase in the issuer's outstanding shares, not from a sale of shares by RA Capital.

Negatives

  • The beneficial ownership blockers on the Fund's preferred stock and warrants limit their ability to increase their stake without triggering ownership thresholds, potentially capping their influence or investment flexibility.

Risks

  • The Beneficial Ownership Blockers on the Fund's convertible securities may prevent them from converting or exercising their full holdings if it would exceed 9.99% of the outstanding common stock, potentially limiting their participation in future upside.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from SAB Biotherapeutics, Inc. It primarily concerns the beneficial ownership reporting by RA Capital Management and its affiliates.

Management Comments

  • The Reporting Persons state that Amendment No. 3 is being filed to report the change in the number of shares of common stock deemed beneficially owned by virtue of the increase in the Issuer's outstanding common stock and not as a result of any acquisition or disposition of securities by the Reporting Persons.

Industry Context

StockSavvy.ai notes that Schedule 13D filings are common for significant institutional investors and hedge funds like RA Capital Management, which often take substantial stakes in biotechnology and pharmaceutical companies. These filings are crucial for transparency regarding ownership and potential influence over corporate strategy.

Stakeholder Impact

  • Shareholders: The filing provides transparency on the ownership structure and the significant stake held by RA Capital Management, which can influence market perception and potential future corporate actions.

Next Steps

  • The Fund may decrease or increase the maximum percentage of beneficial ownership by written notice to the Issuer, up to 19.99%, with any increase becoming effective 61 days after notice.

Key Dates

DateDescription
2025-10-03Original Schedule 13D filing date.
2026-03-11Date of first amendment to Schedule 13D.
2026-03-23Date of second amendment to Schedule 13D.
2026-08-03Date as of which common stock outstanding was reported.
2026-08-06Date SAB Biotherapeutics filed its Quarterly Report on Form 10-Q.
2026-08-10Date of filing for Amendment No. 3 to Schedule 13D.
2026-08-06Date of event requiring filing of this statement (increase in outstanding shares).

Keywords

SAB Biotherapeutics, RA Capital Management, Schedule 13D, Beneficial Ownership, Common Stock, Investment Management, Preferred Stock, Warrants

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