Perceptive reports 0% stake in Astria Therapeutics (ATXS) after BioCryst deal

Rhea-AI Filing Summary

Astria Therapeutics, Inc. filed an amended Schedule 13D showing that investment entities affiliated with Perceptive Advisors no longer own any of its common stock. The filing reports that Perceptive Advisors LLC, Joseph Edelman, Perceptive Life Sciences Master Fund, Ltd., and Perceptive Xontogeny Venture Fund, L.P. each hold 0 shares and 0% of the class.

This change follows the previously announced acquisition of Astria by BioCryst under a merger agreement. The merger was completed on January 23, 2026, and Astria ceased to exist as a separate entity, which eliminated the reporting persons’ beneficial ownership in the company’s shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

Astria Therapeutics, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

04635X102

(CUSIP Number)

Alexander Rakitin
51 Astor Place, 10th Floor,
New York, NY, 10003
(646) 205-5340

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/26/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 04635X102

1

Name of reporting person

Perceptive Advisors LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13D

CUSIP No. 04635X102

1

Name of reporting person

Joseph Edelman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 04635X102

1

Name of reporting person

Perceptive Life Sciences Master Fund, Ltd.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 04635X102

1

Name of reporting person

Perceptive Xontogeny Venture Fund, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: Astria Therapeutics, Inc.
(c)	Address of Issuer's Principal Executive Offices: 22 Boston Wharf Road, 10th Floor, Boston, MASSACHUSETTS , 02210.
Item 4.	Purpose of Transaction
	The Reporting Persons' beneficial ownership in the Issuer changed as a result of the consummation of the previously announced acquisition of the Issuer by BioCryst pursuant to the Merger Agreement . The Merger was completed on January 23, 2026, and the Issuer ceased to exist as a separate entity. As a result of the merger, the Reporting Persons no longer beneficially owns any shares of the Issuer.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth in rows 11 and 13 of the cover pages to this Schedule 13D is incorporated by reference.
(b)	The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D is incorporated by reference.
(c)	The information set forth in Item 4 of this Schedule 13D is incorporated by reference.
(e)	The information set forth in Item 4 of this Schedule 13D is incorporated by reference.

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.

Perceptive Advisors LLC

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	02/09/2026

Joseph Edelman

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman
Date:	02/09/2026

Perceptive Life Sciences Master Fund, Ltd.

Signature:	/s/ Joseph Edelman
Name/Title:	By: Perceptive Advisors LLC, By: Joseph Edelman, Managing Member
Date:	02/09/2026

Perceptive Xontogeny Venture Fund, L.P.

Signature:	/s/ Joseph Edelman
Name/Title:	By: Perceptive Xontogeny Ventures GP, LLC; By: Joseph Edelman, Managing Member
Date:	02/09/2026

FAQ

What does the latest Schedule 13D/A say about Perceptive’s stake in Astria Therapeutics (ATXS)?

The amended Schedule 13D reports that Perceptive Advisors LLC, Joseph Edelman, Perceptive Life Sciences Master Fund, Ltd., and Perceptive Xontogeny Venture Fund, L.P. now beneficially own 0 shares of Astria Therapeutics common stock, representing 0% of the outstanding class, following completion of the merger.

Why did Perceptive Advisors report 0% ownership in Astria Therapeutics (ATXS)?

Perceptive Advisors and related reporting persons reported 0% ownership because Astria Therapeutics was acquired by BioCryst under a merger agreement. The merger closed on January 23, 2026, and Astria ceased to exist as a separate entity, ending their beneficial ownership.

What transaction affected Astria Therapeutics (ATXS) ownership reported in this Schedule 13D/A?

The change in ownership stems from the previously announced acquisition of Astria Therapeutics by BioCryst under a merger agreement. Once the merger was completed on January 23, 2026, Astria no longer existed as a separate company, and the reporting persons no longer held any Astria shares.

Who are the reporting persons listed in the Astria Therapeutics (ATXS) Schedule 13D/A Amendment No. 7?

The reporting persons are Perceptive Advisors LLC, Joseph Edelman, Perceptive Life Sciences Master Fund, Ltd., and Perceptive Xontogeny Venture Fund, L.P. Each is shown with 0 shares beneficially owned and 0% of Astria Therapeutics’ common stock after the BioCryst merger closed.

When did Astria Therapeutics (ATXS) cease to exist as a separate company, according to the filing?

Astria Therapeutics ceased to exist as a separate entity when its merger with BioCryst was completed on January 23, 2026. The Schedule 13D/A explains that this merger eliminated the reporting persons’ beneficial ownership of Astria’s common stock entirely.

What class of securities is covered in this Astria Therapeutics (ATXS) Schedule 13D/A filing?

The filing covers Astria Therapeutics’ common stock with a par value of $0.001 per share. After the BioCryst merger closed on January 23, 2026, the reporting persons indicated they no longer beneficially own any shares of this common stock, resulting in a 0% reported stake.