VSTM.NASDAQVerastem, INC

SCHEDULE: RTW Investments Discloses Verastem Stake

Sentiment:

Beneficial Ownership Filing


RTW Investments, LP and Roderick Wong have reported beneficial ownership of 9,018,724 shares of Verastem, Inc. common stock, representing 9.9% of the class.

Summary

  • RTW Investments, LP and Roderick Wong (collectively, the "Reporting Persons") have filed a Schedule 13G, indicating their beneficial ownership of Verastem, Inc. common stock.
  • The Reporting Persons collectively beneficially own 9,018,724 shares of common stock.
  • This ownership represents 9.9% of the outstanding shares of Verastem, Inc. common stock.
  • The filing notes that the reported amounts assume the exercise of warrants to purchase 2,442,418 shares, subject to a 9.99% beneficial ownership limit.
  • The percentages are calculated based on 87,835,106 shares outstanding as of February 27, 2026.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, as it primarily reports existing beneficial ownership and does not contain new operational or financial performance data.

Positives

  • RTW Investments, LP and Roderick Wong have a significant stake in Verastem, Inc., holding 9.9% of the outstanding shares.
  • The reporting persons have the ability to exercise warrants, which could increase their stake further, up to a 9.99% limit.

Risks

  • The Reporting Persons cannot exercise warrants if it would result in beneficial ownership exceeding 9.99% of the outstanding shares.
  • The filing is an amendment to a previous filing, suggesting ongoing changes in beneficial ownership or reporting adjustments.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from management regarding future performance. It primarily reports current beneficial ownership.

Industry Context

StockSavvy.ai notes that Schedule 13G filings are common for institutional investors accumulating significant stakes in public companies. This filing indicates RTW Investments, LP's continued interest and investment in Verastem, Inc., a biotechnology company.

Stakeholder Impact

  • Shareholders: The significant stake held by RTW Investments, LP may influence market perception and potentially future corporate actions.
  • Management: The substantial ownership by an investment firm may lead to increased scrutiny or engagement from the Reporting Persons.

Next Steps

  • The Reporting Persons will continue to monitor their beneficial ownership levels to ensure compliance with the 9.99% limit when exercising warrants.
  • Future filings may be required if there are changes in beneficial ownership or warrant exercise.

Key Dates

DateDescription
03/31/2026Date of Event Which Requires Filing of this Statement
02/27/2026Date as of which shares outstanding were reported in the Company's Annual Report on Form 10-K
03/04/2026Date of filing of the Company's Annual Report on Form 10-K
05/15/2025Date of filing of the Reporting Persons' Schedule 13G (referenced for Joint Filing Agreement)
05/15/2026Date of signature for RTW Investments, LP
05/15/2026Date of signature for Roderick Wong

Keywords

Schedule 13G, Verastem, Inc., RTW Investments, LP, Roderick Wong, beneficial ownership, common stock, warrants, SEC filing

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