Artiva Biotherapeutics (ARTV): 5AM Ventures updates 4.8% beneficial stake

Rhea-AI Filing Summary

Artiva Biotherapeutics, Inc. is the subject of an amended Schedule 13G/A filed by a group of investment entities affiliated with 5AM Ventures and individuals Andrew J. Schwab and Kush Parmar. As of June 30, 2026, the reporting entities collectively beneficially owned 2,353,304 shares of Artiva common stock, split between 1,171,250 shares held by 5AM Ventures VI, L.P. and 1,182,054 shares held by 5AM Opportunities II, L.P. The filing states that these holdings represent 4.8% of Artiva’s common stock for Schwab and Parmar and 2.4% for each fund-related reporting entity, calculated using 24,716,672 shares outstanding as of April 30, 2026 plus 23,871,526 shares issued in a public offering that closed on May 11, 2026. All voting and dispositive powers over these shares are shared among the relevant general partners and managing members, and each reporting person notes ownership of 5 percent or less of the class.

Key Figures

Shares held by 5AM Ventures VI, L.P.: 1,171,250 shares Shares held by 5AM Opportunities II, L.P.: 1,182,054 shares Total shares associated with Schwab and Parmar: 2,353,304 shares +4 more

7 metrics

Shares held by 5AM Ventures VI, L.P. 1,171,250 shares Common stock beneficially owned as of June 30, 2026

Shares held by 5AM Opportunities II, L.P. 1,182,054 shares Common stock beneficially owned as of June 30, 2026

Total shares associated with Schwab and Parmar 2,353,304 shares Shared beneficial ownership as of June 30, 2026

Ownership percentage per fund entity 2.4% Beneficial ownership of Artiva common stock as of June 30, 2026

Ownership percentage for Schwab and Parmar 4.8% Beneficial ownership of Artiva common stock as of June 30, 2026

Shares outstanding baseline 24,716,672 shares Artiva common stock outstanding as of April 30, 2026

Shares issued in public offering 23,871,526 shares Common stock issued in offering that closed May 11, 2026

Key Terms

beneficially owned, shared voting power, dispositive power, percent of class, +1 more

5 terms

beneficially owned financial

"Row 9 of each Reporting Person's cover page sets forth the aggregate number of securities ... beneficially owned"

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.

shared voting power financial

"Row 6 of each Reporting Person's cover page sets forth the shared voting power"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

dispositive power financial

"Row 7 of each Reporting Person's cover page sets forth the sole power to dispose or to direct the disposition"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

percent of class financial

"Row 11 of each Reporting Person's cover page sets forth the percentages of the securities ... percent of class"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

public offering financial

"plus 23,871,526 shares of common stock issued in connection with a public offering that closed on May 11, 2026"

A public offering is when a company sells shares to the general public through the stock market, either by issuing new shares to raise cash or by letting existing owners sell their stakes. Think of it like a business opening its doors to many new owners at once: it can bring in money for growth but also increases the number of shares available, which can change the stock price and dilute existing ownership — key factors investors watch closely.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What percentage of Artiva Biotherapeutics (ARTV) does 5AM Ventures report owning?

The 5AM-affiliated reporting entities each report beneficial ownership of 2.4% of Artiva Biotherapeutics’ common stock, while Andrew J. Schwab and Kush Parmar each report 4.8%, based on the company’s outstanding and newly issued shares described in the filing.

How many Artiva Biotherapeutics (ARTV) shares are held by 5AM Ventures VI, L.P.?

5AM Ventures VI, L.P. reports beneficial ownership of 1,171,250 shares of Artiva Biotherapeutics common stock. Voting and dispositive power over these shares is shared with its general partner 5AM Partners VI, LLC and its managing members, Andrew J. Schwab and Kush Parmar.

How many Artiva Biotherapeutics (ARTV) shares are held by 5AM Opportunities II, L.P.?

5AM Opportunities II, L.P. holds 1,182,054 shares of Artiva Biotherapeutics common stock. Voting and dispositive power over these shares is shared with its general partner 5AM Opportunities II (GP), LLC and its managing members, Andrew J. Schwab and Kush Parmar.

What is the total Artiva Biotherapeutics (ARTV) stake associated with Andrew J. Schwab and Kush Parmar?

Andrew J. Schwab and Kush Parmar each report shared beneficial ownership of 2,353,304 shares of Artiva common stock, representing 4.8% of the company’s common stock, through their roles in the 5AM Ventures and 5AM Opportunities investment entities.

On what share count is the Artiva Biotherapeutics (ARTV) ownership percentage calculation based?

The reported ownership percentages are based on 24,716,672 shares of Artiva common stock outstanding as of April 30, 2026, plus 23,871,526 shares issued in a public offering that closed on May 11, 2026, as disclosed by Artiva.

Do the 5AM Ventures reporting persons own more than 5% of Artiva Biotherapeutics (ARTV)?

No. Each reporting person states beneficial ownership of 5 percent or less of Artiva Biotherapeutics’ common stock, which aligns with the Schedule 13G/A amendment indicating their holdings have fallen below the 5% threshold.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

ARTIVA BIOTHERAPEUTICS, INC.

(Name of Issuer)

Common stock, par value $0.0001

(Title of Class of Securities)

04317A107

(CUSIP Number)

06/30/2026

(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): 04317A107

1

Names of Reporting Persons

5AM Ventures VI, L.P.

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 1,171,250.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,171,250.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,171,250.00

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)

2.4 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP Number(s): 04317A107

1

Names of Reporting Persons

5AM Partners VI, LLC

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 1,171,250.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,171,250.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,171,250.00

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)

2.4 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): 04317A107

1

Names of Reporting Persons

5AM Opportunities II, L.P.

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 1,182,054.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,182,054.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,182,054.00

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)

2.4 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP Number(s): 04317A107

1

Names of Reporting Persons

5AM Opportunities II (GP), LLC

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 1,182,054.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,182,054.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,182,054.00

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)

2.4 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): 04317A107

1

Names of Reporting Persons

Andrew J. Schwab

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 2,353,304.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,353,304.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,353,304.00

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)

4.8 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP Number(s): 04317A107

1

Names of Reporting Persons

Kush Parmar

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 2,353,304.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,353,304.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,353,304.00

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)

4.8 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ARTIVA BIOTHERAPEUTICS, INC.
(b)	Address of issuer's principal executive offices: 5505 Morehouse Drive, Suite 100, San Diego, CA, 92121.
Item 2.
(a)	Name of person filing: The names of the persons filing this report (collectively, the "Reporting Persons") are: 5AM Ventures VI, L.P. ("Ventures VI") 5AM Partners VI, LLC ("Partners VI") 5AM Opportunities II, L.P. ("Opps II") 5AM Opportunities II (GP), LLC ("Opps II GP") Andrew J. Schwab ("Schwab") Kush Parmar ("Dr. Parmar") The Reporting Persons expressly disclaim status as a "group" for purposes of this Schedule 13G.
(b)	Address or principal business office or, if none, residence: c/o 5AM Ventures 4 Embarcadero Center, Suite 3110 San Francisco, CA 94111
(c)	Citizenship: Ventures VI Delaware Partners VI Delaware Opps II Delaware Opps II GP Delaware Schwab United States Parmar United States
(d)	Title of class of securities: Common stock, par value $0.0001
(e)	CUSIP No.: 04317A107
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: Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference. The Reporting Persons' ownership of the Issuer's securities consists of (i) 1,171,250 shares of common stock held directly by Ventures VI; and (ii) 1,182,054 shares of common stock held directly by Opps II. Partners VI is the sole general partner of Ventures VI and Schwab and Dr. Parmar are the managing members of Partners VI. Each of Partners VI, Schwab and Dr. Parmar shares voting and dispositive power over the securities held by Ventures VI. Opps II GP is the sole general partner of Opps II and Schwab and Dr. Parmar are the managing members of Opps II GP. Each of Opps II GP, Schwab and Dr. Parmar shares voting and dispositive power over the securities held by Opps II.
(b)	Percent of class: Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of the securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference. The percentage set forth in each row 11 is based upon 24,716,672 shares of the Issuer's common stock outstanding as of April 30, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on May 8, 2026, plus 23,871,526 shares of common stock issued in connection with a public offering that closed on May 11, 2026, as disclosed in the Issuer's prospectus supplement dated May 8, 2026, filed with the SEC on May 8, 2026.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Row 5 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
	(ii) Shared power to vote or to direct the vote: Row 6 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
	(iii) Sole power to dispose or to direct the disposition of: Row 7 of each Reporting Person's cover page to this Schedule 13G sets forth the sole power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
	(iv) Shared power to dispose or to direct the disposition of: Row 8 of each Reporting Person's cover page to this Schedule 13G sets forth the shared power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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 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.

5AM Ventures VI, L.P.

Signature:	/s/ Andrew J. Schwab
Name/Title:	By 5AM Partners VI, LLC, its General Partner, By Andrew J. Schwab, Managing Member
Date:	08/10/2026

5AM Partners VI, LLC

Signature:	/s/ Andrew J. Schwab
Name/Title:	By Andrew J. Schwab, Managing Member
Date:	08/10/2026

5AM Opportunities II, L.P.

Signature:	/s/ Andrew J. Schwab
Name/Title:	By 5AM Opportunities II (GP), LLC, its General Partner, By Andrew J. Schwab, Managing Member
Date:	08/10/2026

5AM Opportunities II (GP), LLC

Signature:	/s/ Andrew J. Schwab
Name/Title:	By Andrew J. Schwab, Managing Member
Date:	08/10/2026

Andrew J. Schwab

Signature:	/s/ Andrew J. Schwab
Name/Title:	Andrew J. Schwab
Date:	08/10/2026

Kush Parmar

Signature:	/s/ Kush Parmar
Name/Title:	Kush Parmar
Date:	08/10/2026

Exhibit Information

Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit A to the Reporting Persons' Schedule 13G filed with the SEC on August 1, 2024).