SCHEDULE: NEA Amends Trevi Therapeutics Ownership Disclosure

Sentiment:

Schedule 13D Amendment


New Enterprise Associates (NEA) has filed an amendment to correct beneficial ownership disclosures for Trevi Therapeutics, Inc., reflecting prior warrant exercises.

Summary

  • This is Amendment No. 8 to the Schedule 13D originally filed on May 20, 2019, for Trevi Therapeutics, Inc. Common Stock.
  • The amendment corrects disclosures regarding the beneficial ownership of Common Stock held by the Reporting Persons (various NEA entities and individuals) to reflect the exercise of certain NEA 16 Warrants and the acquisition of the underlying shares of Common Stock prior to Amendment No. 7.
  • New Enterprise Associates 16, L.P. (NEA 16) is the record owner of 12,273,280 shares and may be deemed to beneficially hold 1,851,852 shares underlying NEA 16 Warrants.
  • NEA 18 Venture Growth Equity, L.P. (NEA 18 VGE) is the record owner of 948,948 shares.
  • The aggregate beneficial ownership for most reporting persons (NEA 16, NEA Partners 16, NEA 16 GP, LLC, NEA 18 VGE, NEA Partners 18 VGE, NEA 18 VGE GP, LLC, Ali Behbahani, Carmen Chang, Anthony A. Florence, Jr., Mohamad H. Makhzoumi, Scott D. Sandell, Paul Walker) is 15,074,080 shares, representing 11.6% of the class.
  • Forest Baskett's beneficial ownership is 14,125,132 shares, representing 10.9% of the class.
  • The percentage of outstanding Common Stock was calculated based on 130,081,986 shares, which includes 128,230,134 shares reported by Trevi Therapeutics as outstanding on October 31, 2025, plus the NEA 16 Warrants.
  • The Funds acquired the shares for investment purposes and may dispose of or acquire additional shares, including through the exercise of NEA 16 Warrants, depending on market conditions and evaluation of the Issuer's business.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral. It is a corrective amendment to beneficial ownership disclosures and does not contain new information regarding the company's operational or financial performance, nor does it indicate any strategic changes by the reporting entity.

Future Outlook

The reporting persons may dispose of or acquire additional shares of Trevi Therapeutics, Inc., including shares from the exercise of NEA 16 Warrants, depending on market conditions and their ongoing evaluation of the Issuer's business and prospects.

Industry Context

StockSavvy.ai notes that this filing is a routine disclosure amendment by a significant institutional investor, New Enterprise Associates, regarding its stake in a publicly traded biotechnology company. Such amendments are common and typically do not signal major shifts in industry trends but rather reflect internal portfolio adjustments or corrections to prior reporting.

Stakeholder Impact

  • Shareholders: The correction of beneficial ownership data provides a more accurate picture of institutional holdings, which is generally positive for market transparency. However, it does not imply any immediate operational or financial impact on the company or its shareholders.

Key Dates

DateDescription
2019-05-20Original Schedule 13D filing date.
2020-04-16Amendment No. 1 filing date.
2021-11-02Amendment No. 2 filing date.
2022-04-25Amendment No. 3 filing date.
2024-02-29Date of Power of Attorney for filing under the Securities Exchange Act of 1934.
2024-05-21Amendment No. 4 filing date.
2024-11-08Amendment No. 5 filing date.
2025-03-20Amendment No. 6 filing date.
2025-08-07Date of event which required the filing of this statement.
2025-08-11Amendment No. 7 filing date.
2025-10-31Date as of which Trevi Therapeutics, Inc. reported 128,230,134 shares of Common Stock outstanding in its Form 10-Q.
2025-11-13Date Trevi Therapeutics, Inc. filed its Form 10-Q with the SEC.
2026-02-13Execution date of the Agreement regarding filing of joint Schedule 13D and filing date of Amendment No. 8.

Keywords

Trevi Therapeutics, NEA, New Enterprise Associates, Schedule 13D, Beneficial Ownership, Common Stock, Warrants, SEC Filing, Investment Funds

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.