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TCG Crossover takes 9.2% passive stake in ADC Therapeutics (ADCT)

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Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

ADC Therapeutics SA received a Schedule 13G from TCG Crossover Fund II and related parties reporting a significant passive stake. The reporting persons collectively beneficially own 11,390,175 common shares, representing 9.2% of the outstanding common shares.

The shares are held of record by TCG Crossover Fund II, with TCG Crossover GP II as general partner and Chen Yu as sole managing member, giving them shared voting and dispositive power. The ownership percentage is based on 123,877,111 common shares outstanding as of October 31, 2025. The filers certify the holdings are not for the purpose of changing or influencing control of ADC Therapeutics.

Positive

  • None.

Negative

  • None.





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: These securities are held of record by TCG Crossover II (as defined in Item 2(a) below). TCG Crossover GP II (as defined in Item 2(a) below) is the general partner of TCG Crossover II and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP II and may be deemed to share voting, investment and dispositive power with respect to these securities. Based on 123,877,111 Common Shares outstanding as of October 31, 2025, as reported by the Issuer (as defined in Item 1(a) below) in its quarterly report filed with the Securities and Exchange Commission (the Commission) on November 10, 2025 (the Form 10-Q).


SCHEDULE 13G




Comment for Type of Reporting Person: These securities are held of record by TCG Crossover II. TCG Crossover GP II is the general partner of TCG Crossover II and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP II and may be deemed to share voting, investment and dispositive power with respect to these securities. Based on 123,877,111 Common Shares outstanding as of October 31, 2025, as reported by the Issuer in its Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: These securities are held of record by TCG Crossover II. TCG Crossover GP II is the general partner of TCG Crossover II and may be deemed to have voting, investment, and dispositive power with respect to these securities. Chen Yu is the sole managing member of TCG Crossover GP II and may be deemed to share voting, investment and dispositive power with respect to these securities. Based on 123,877,111 Common Shares outstanding as of October 31, 2025, as reported by the Issuer in its Form 10-Q.


SCHEDULE 13G



TCG Crossover GP II, LLC
Signature:/s/ Craig Skaling
Name/Title:Craig Skaling, Authorized Signatory
Date:02/17/2026
TCG Crossover Fund II, L.P.
Signature:/s/ Craig Skaling
Name/Title:Craig Skaling, Authorized Signatory
Date:02/17/2026
Chen Yu
Signature:/s/ Craig Skaling
Name/Title:Craig Skaling, as Attorney-in-Fact for Chen Yu
Date:02/17/2026
Exhibit Information

Exhibit 1: Joint Filing Agreement, dated February 17, 2026, by and among the Reporting Persons (filed herewith).

FAQ

What ownership stake in ADC Therapeutics (ADCT) is reported in this Schedule 13G?

The filing reports that the group beneficially owns 11,390,175 common shares of ADC Therapeutics, equal to 9.2% of the company’s outstanding common shares based on 123,877,111 shares outstanding as of October 31, 2025, as stated in the issuer’s Form 10-Q.

Who are the reporting persons in the ADC Therapeutics (ADCT) Schedule 13G?

The reporting persons are TCG Crossover Fund II, L.P., TCG Crossover GP II, LLC, and Chen Yu. TCG Crossover GP II is the general partner of TCG Crossover II, and Chen Yu is the sole managing member, giving them shared voting and dispositive power over the reported shares.

Is the 9.2% ADCT stake reported as a passive investment?

Yes. The filers certify the securities were not acquired and are not held for the purpose of changing or influencing control of ADC Therapeutics. They also state the holdings are not in connection with any transaction intended to change control, other than activities relating to a nomination under Rule 14a-11.

How is voting and dispositive power over ADC Therapeutics (ADCT) shares allocated?

The filing shows zero sole voting or dispositive power and 11,390,175 shares of shared voting and shared dispositive power for each reporting person. The shares are held by TCG Crossover II, with TCG Crossover GP II and Chen Yu deemed to share voting and investment authority through their roles.

What share count did the filers use to calculate their 9.2% ownership of ADCT?

The 9.2% ownership figure is based on 123,877,111 ADC Therapeutics common shares outstanding as of October 31, 2025. That share count is taken from the company’s Form 10-Q, which the filers reference when calculating their percentage of the class.
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