AgomAb Therapeutics NV reports that Sanofi beneficially owns 2,783,096 Common Shares, representing 5.71% of the class. The filing states Sanofi directly holds 2,708,096 Common Shares and 75,000 ADSs (each ADS represents one Common Share). The shares are held of record by Sanofi Foreign Participations B.V., an indirect wholly owned subsidiary.
Positive
None.
Negative
None.
Insights
Sanofi holds a passive, >5% stake in AgomAb as reported on Schedule 13G.
Schedule 13G disclosure shows Sanofi beneficially owns 2,783,096 shares or 5.71% of AgomAb Common Shares. The filing characterizes holdings as held of record by Sanofi Foreign Participations B.V., indicating indirect ownership through a subsidiary.
Because Schedule 13G typically reports passive investment intent, the immediate governance impact is limited; subsequent filings would show any change in intent or activist activity.
Stake crosses the 5% SEC threshold, triggering disclosure but not control presumptions.
The report lists sole voting and dispositive power for 2,783,096 shares. Classification as passive (Schedule 13G) implies no current intent to influence control, but the ownership size makes future developments noteworthy if disposition or intent changes.
Watch for any future amendments converting to Schedule 13D or Form 4 filings that would signal active involvement.
Key Figures
Beneficial ownership:2,783,096 sharesDirect common shares:2,708,096 sharesADS held:75,000 ADSs+1 more
4 metrics
Beneficial ownership2,783,096 sharestotal beneficially owned reported on Schedule 13G
Direct common shares2,708,096 sharesSanofi directly holds Common Shares
ADS held75,000 ADSsEach ADS represents one Common Share
Percent of class5.71%Ownership percentage of Common Shares
Key Terms
Schedule 13G, ADS, Beneficially owned
3 terms
Schedule 13Gregulatory
"Item 1. ... Item 2. | (a) | Name of person filing: Sanofi"
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.
ADSmarket
"Each ADS represents one Common Share"
Ads are paid promotional messages a company places across media — online, on TV, in print, or on social platforms — to attract customers, explain products, or shape public perception. For investors, ads matter because they drive sales growth, affect how much a company must spend to win customers, and influence brand strength and long-term value. Ads can also create regulatory or reputational risk if claims are misleading, which can affect profits and stock price.
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AgomAb Therapeutics NV
(Name of Issuer)
Common Shares, no nominal value per share ("Common Shares")
(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
SANOFI
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
FRANCE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
2,783,096.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
2,783,096.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,783,096.00
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)
5.71 %
12
Type of Reporting Person (See Instructions)
CO
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:
Sanofi
(b)
Address or principal business office or, if none, residence:
46, avenue de la Grande Armee, 75017 Paris, France
(c)
Citizenship:
The Republic of France
(d)
Title of class of securities:
Common Shares, no nominal value per share ("Common Shares")
(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:
There is no CUSIP number assigned to the Common Shares. CUSIP number 00860C102 has been assigned to the American Depositary Shares (ADSs) of the Issuer. Each ADS represents one Common Share.
Sanofi directly holds 2,708,096 Common Shares and 75,000 ADSs, representing 75,000 Common Shares.
(b)
Percent of class:
5.71%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
2,783,096 shares
(ii) Shared power to vote or to direct the vote:
0 shares
(iii) Sole power to dispose or to direct the disposition of:
2,783,096 shares
(iv) Shared power to dispose or to direct the disposition of:
0 shares
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Sanofi Foreign Participations B.V. 2,783,096 shares 5.71%
*The shares are held of record by Sanofi Foreign Participations B.V., the reporting person's indirect, wholly owned subsidiaries.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
The response of the Reporting Person to Item 6 is incorporated herein by reference.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
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.
SANOFI
Signature:
/s/ Alexandra Roger*
Name/Title:
Head of Legal Corporate & Finance
Date:
05/06/2025
Comments accompanying signature: *Alexandra Roger is signing on behalf of Sanofi by power of attorney previously filed with the Securities and Exchange Commission on February 3, 2016 as Exhibit 24 to Form 4, and hereby incorporated by reference herein.
Sanofi reports beneficial ownership of 2,783,096 Common Shares, equal to 5.71% of AgomAb's Common Shares. The filing notes Sanofi directly holds 2,708,096 Common Shares plus 75,000 ADSs (each ADS equals one Common Share).
Is the Sanofi holding reported as direct or held through a subsidiary?
The filing states the shares are held of record by Sanofi Foreign Participations B.V., an indirect wholly owned subsidiary. Sanofi reports sole voting and dispositive power over the 2,783,096 shares listed in the Schedule 13G.
Does this Schedule 13G filing indicate Sanofi intends to influence AgomAb management?
Schedule 13G typically signals passive investment intent; this filing reports ownership without asserting control. The report lists sole voting power but does not convert to Schedule 13D, so no explicit intent to influence management is reported here.
How many ADSs does Sanofi hold and how do ADSs map to Common Shares?
Sanofi holds 75,000 ADSs, and the filing states each ADS represents one Common Share. Those ADSs are counted alongside directly held Common Shares to produce the 2,783,096 total beneficially owned shares.
