SCHEDULE: Frazier Life Sciences Discloses 6.7% Stake in Xilio Therapeutics

Sentiment:

Beneficial Ownership Disclosure 13 February 2026 5:31 PM

📋All filings for Xilio Therapeutics, INC

Frazier Life Sciences Public Fund and affiliated entities reported a combined beneficial ownership of 6.7% in Xilio Therapeutics, Inc. common stock as of December 31, 2025.

Capital raiseThe reporting persons hold warrants to purchase a significant number of additional shares (e.g., FLSPF holds warrants for 37,494,128 shares), indicating a prior capital raise event where these warrants were issued.5,915,091 shares of Common Stock were subsequently purchased by the Reporting persons pursuant to the exercise of warrants, which represents a form of capital infusion for the issuer.

Summary

Frazier Life Sciences Public Fund, L.P. and its affiliates, including FHMLSP, L.P. and FHMLSP, L.L.C., beneficially own 4,676,472 shares of Xilio Therapeutics, Inc. Common Stock, representing 6.7% of the class.
Additional affiliated entities, Frazier Life Sciences X, L.P., Frazier Life Sciences XI, L.P., and Frazier Life Sciences XII, L.P., along with their respective general partners and managing members, also reported beneficial ownership.
Frazier Life Sciences X, L.P. and its affiliates, including James N. Topper and Patrick J. Heron, beneficially own 149,060 shares (0.2%).
Frazier Life Sciences XI, L.P. and its affiliates beneficially own 396,902 shares (0.6%).
Frazier Life Sciences XII, L.P. and its affiliates beneficially own 692,657 shares (1.0%).
The reported beneficial ownership percentages are calculated based on 63,429,555 shares outstanding on December 19, 2025, plus 5,915,091 shares purchased through warrant exercises.
The reporting persons also hold significant warrants to purchase additional shares, which are not included in the current beneficial ownership calculation due to a 9.99% beneficial ownership limitation upon exercise.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive disclosure. While a 13G is routine, the continued significant stake by a specialized life sciences fund suggests ongoing confidence in Xilio Therapeutics, though it doesn't provide new operational insights.

Risks

The exercise of warrants held by Frazier Life Sciences entities is subject to a beneficial ownership limitation of 9.99%, which could restrict their ability to increase their stake beyond this threshold immediately.

Future Outlook

Management Comments

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 Rule 14a-11.

Industry Context

StockSavvy.ai notes that institutional filings like this Schedule 13G provide transparency into significant ownership stakes, which can signal investor confidence or strategic positioning within the biotechnology sector. The involvement of a specialized life sciences fund like Frazier Life Sciences suggests a focused investment in Xilio Therapeutics, a company likely operating in the biotech or pharmaceutical space, where long-term capital and strategic support are crucial.

Comparison to Industry Standards

A 6.7% stake by a prominent life sciences fund like Frazier Life Sciences is a notable position, often indicating a belief in the long-term potential of a biotechnology company. For early-stage or clinical-stage biotech firms, such institutional backing is a common and positive signal, providing capital stability and potentially strategic guidance.
The structure of holding warrants with a 9.99% beneficial ownership limitation is a standard practice among institutional investors to avoid triggering certain regulatory thresholds or to maintain flexibility in their investment strategy without immediately exercising all potential shares.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Investment Committee Structure Disclosure	FHMLSP, L.L.C., the general partner of Frazier Life Sciences Public Fund, L.P., is managed by an investment committee of four members who act by majority vote.	NA	Provides transparency into the decision-making structure for the largest beneficial owner's investment in Xilio Therapeutics.
Investment Committee Structure Disclosure	FHMLS X, L.L.C., the general partner of Frazier Life Sciences X, L.P., has James N. Topper and Patrick J. Heron as its members, who share voting and investment power over the shares held by FLS X.	NA	Clarifies the control persons for a portion of the Frazier Life Sciences' stake.
Investment Committee Structure Disclosure	FHMLS XI, L.L.C., the general partner of Frazier Life Sciences XI, L.P., is managed by an investment committee of three members who act by majority vote.	NA	Provides transparency into the decision-making structure for a portion of the Frazier Life Sciences' investment.
Investment Committee Structure Disclosure	FHMLS XII, L.L.C., the general partner of Frazier Life Sciences XII, L.P., is managed by an investment committee of three members who act by majority vote.	NA	Provides transparency into the decision-making structure for a portion of the Frazier Life Sciences' investment.

Stakeholder Impact

Shareholders: The disclosure of a significant institutional stake by Frazier Life Sciences may instill confidence, signaling a professional investor's belief in the company's value. The existence of warrants could also imply potential future dilution if exercised, though the 9.99% limitation mitigates immediate large-scale dilution.

Key Dates

Date	Description
2025-12-19	Date when 63,429,555 shares of Common Stock were reported outstanding by the Issuer.
2025-12-31	Date of event which requires filing of this statement (snapshot date for beneficial ownership).
2026-01-27	Date Power of Attorney for James N. Topper and Patrick J. Heron was filed with the SEC.
2026-02-13	Date of signing for the Schedule 13G filing and Joint Filing Agreement.

Recommendation

hold

This Schedule 13G filing is a routine disclosure of an institutional investor's stake and does not contain new operational or financial information about Xilio Therapeutics. The continued significant ownership by Frazier Life Sciences suggests a stable institutional base, but without further company-specific news, a 'hold' recommendation is appropriate as this filing alone does not provide a catalyst for a 'buy' or 'sell' decision.

Keywords

Xilio Therapeutics, Frazier Life Sciences, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investor, Biotechnology, Healthcare Investment, Warrants

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