Agomab Therapeutics NV files a Schedule 13G reporting ownership by Cormorant Asset Management and Bihua Chen. The Reporting Persons state 2,465,348 American Depositary Shares beneficially owned, representing 5.01% of common stock outstanding as of March 31, 2026. The filing shows shared voting and dispositive power over these shares.
Positive
None.
Negative
None.
Insights
Cormorant reports a 5.01% passive stake in Agomab as of March 31, 2026.
The statement lists 2,465,348 ADS and attributes shared voting and dispositive power to Cormorant Funds and Bihua Chen. The percentage is calculated using an outstanding share base of 49,247,975 shares as of March 31, 2026.
Filing type is Schedule 13G, which typically indicates an investment advisory or passive intent; subsequent amendments may update position or intent.
Shared power suggests control is exercised collectively by the funds, not exclusively by an individual.
The filing attributes sole voting/dispositive power as 0 and shared voting/dispositive power as 2,465,348. The joint filing statement confirms coordination between Cormorant and Bihua Chen for amendment responsibilities.
Future Schedule 13D amendments would be required if intent shifts from passive to active involvement.
Key Figures
Beneficial ownership:2,465,348 sharesPercent of class:5.01%Shares outstanding:49,247,975 shares
3 metrics
Beneficial ownership2,465,348 sharesAmount beneficially owned reported in Schedule 13G
Percent of class5.01%Percent of common stock outstanding as of March 31, 2026
Shares outstanding49,247,975 sharesShares outstanding used for calculation as of March 31, 2026
Key Terms
American Depositary Shares, Schedule 13G, Shared dispositive power
3 terms
American Depositary Sharesfinancial
"American Depositary Shares, each representing one common share, no nominal value per share"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
Schedule 13Gregulatory
"Item 1. (a) Name of issuer: Agomab Therapeutics; form_type: SCHEDULE 13G"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Shared dispositive powercorporate
"Shared power to dispose or to direct the disposition of: 2,465,348"
What stake does Cormorant Asset Management hold in Agomab (AGMB)?
Cormorant Asset Management reports beneficial ownership of 2,465,348 ADS, equal to 5.01% of outstanding shares. The filing states the percentage uses a base of 49,247,975 shares outstanding as of March 31, 2026, and lists shared voting and dispositive power.
Who else is named in the Schedule 13G filing for AGMB?
The filing names Cormorant Asset Management, LP and Bihua Chen as Reporting Persons who filed jointly. It states Bihua Chen signs on behalf of Cormorant and that amendments will be filed on behalf of each undersigned party when required.
Does the filing indicate sole voting or dispositive power over AGMB shares?
No. The Schedule 13G reports 0 shares of sole voting power and 0 sole dispositive power. It reports 2,465,348 shares of shared voting power and shared dispositive power instead, indicating collective control with the Cormorant Funds.
What does filing on Schedule 13G imply about investor intent for AGMB?
Filing on Schedule 13G generally indicates a passive or investment-advisory ownership intent rather than an intent to influence control. The statement here is joint and does not assert an active control purpose; changes in intent would require different disclosures.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Agomab Therapeutics NV
(Name of Issuer)
American Depositary Shares, each representing one common share, no nominal value per share
(Title of Class of Securities)
00860C102
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
00860C102
1
Names of Reporting Persons
Cormorant Asset Management, LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,465,348.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,465,348.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,465,348.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.01 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
00860C102
1
Names of Reporting Persons
Bihua Chen
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,465,348.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,465,348.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,465,348.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.01 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Agomab Therapeutics NV
(b)
Address of issuer's principal executive offices:
POSTHOFLEI 1/6, ANTWERPEN, Belgium, 2600
Item 2.
(a)
Name of person filing:
Cormorant Asset Management, LP
Bihua Chen
This statement is filed by (i) Cormorant Asset Management, LP, a Delaware limited partnership, and the investment adviser to certain funds (the "Cormorant Funds"), with respect to the shares directly held by the Cormorant Funds and (ii) Bihua Chen with respect to the shares directly held by the Cormorant Funds. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the shares reported herein.
(b)
Address or principal business office or, if none, residence:
200 Clarendon Street, 52nd Floor
Boston, MA 02116
(c)
Citizenship:
Cormorant Asset Management, LP - Delaware
Bihua Chen - United States
(d)
Title of class of securities:
American Depositary Shares, each representing one common share, no nominal value per share
(e)
CUSIP Number(s):
00860C102
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
2,465,348
(b)
Percent of class:
5.01%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
2,465,348
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
2,465,348
The percentages reported herein with respect to the Reporting Persons' holdings are calculated based upon a statement in the Issuer's Annual Report on Form 20-F for the fiscal year ended December 31, 2025, as filed with the Securities and Exchange Commission on April 23, 2026, that there were 49,247,975 shares of Common Stock of the Issuer outstanding as of March 31, 2026.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Cormorant Asset Management, LP
Signature:
/s/ Bihua Chen
Name/Title:
Bihua Chen, Managing Member
Date:
05/15/2026
Bihua Chen
Signature:
/s/ Bihua Chen
Name/Title:
Bihua Chen
Date:
05/15/2026
Exhibit Information
JOINT FILING STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning her or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that she or it knows or has reason to believe that such information is inaccurate.
Dated: May 15, 2026
Cormorant Asset Management, LP
By: Cormorant Asset Management GP, LLC
its General Partner
By: /s/ Bihua Chen
Bihua Chen, Managing Member
Bihua Chen
By: /s/ Bihua Chen
Bihua Chen
