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ArriVent (AVBP) 13G/A: Suvretta and Averill Disclose Major Stakes

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

ArriVent BioPharma (AVBP) is shown in this Schedule 13G/A as having substantial stakes held by Suvretta Capital Management, LLC and related parties. Suvretta and Aaron Cowen each report shared beneficial ownership of 3,412,788 shares, representing 9.9% of the company’s common stock, while Averill Master Fund, Ltd. reports 2,969,098 shares or 8.7%. All reported shares are held with shared voting and shared dispositive power; none of the reporting persons claim sole voting or sole dispositive power.

The filing states that the securities are directly owned by advisory clients of Suvretta (with Averill identified separately) and includes a certification that the holdings were not acquired to change or influence control. Exhibits listed include a joint filing agreement and control-person identification.

Positive

  • Material disclosure of ownership: Suvretta/Aaron Cowen report 3,412,788 shares (9.9%) and Averill reports 2,969,098 shares (8.7%) of AVBP.
  • Clear voting/dispositive reporting: All holdings are reported with shared voting and shared dispositive power; sole powers are reported as 0.
  • Passive intent certified: Item 10 certification states the securities were not acquired to change or influence control.

Negative

  • No sole control reported: Reporting persons indicate 0 shares with sole voting or dispositive power, implying no single filer can unilaterally direct votes or dispositions.
  • Ownership held via advisory clients: All reported securities are directly owned by Suvretta advisory clients (other than Averill), and those clients (except Averill) are stated as not exceeding 5%, which can limit direct identification of final beneficial owners.

Insights

TL;DR: Two related reporting persons disclose near-double-digit stakes, signaling notable passive positions in AVBP.

The filing documents significant passive holdings: Suvretta and Aaron Cowen each report 3,412,788 shares (9.9%) and Averill reports 2,969,098 shares (8.7%). Holdings are reported as having shared voting and dispositive power with no sole control. Because the filers used Schedule 13G/A and included a certification they did not acquire the securities to influence control, the positions appear disclosed as passive investment stakes rather than activist positions. For investors, these are material ownership concentrations above the 5% disclosure threshold that may affect liquidity and vote outcomes, but the filing provides no indication of plans to change governance or strategy.

TL;DR: Material share concentrations are disclosed, but reported shared control and a passive certification limit immediate governance implications.

The report identifies significant ownership blocks held via advisory clients and an affiliated fund, with all reported shares under shared voting/dispositive power and no sole voting or dispositive power. The signature block and Item 10 certification explicitly state the holdings were not acquired to change control, which supports a passive classification. From a governance perspective, these holdings cross the materiality threshold and warrant monitoring for future amendments or Schedule 13D filings, but this filing itself does not allege intent to pursue control or proposals.






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





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



Suvretta Capital Management, LLC
Signature:/s/ Andrew Nathanson
Name/Title:Andrew Nathanson/General Counsel and Chief Compliance Officer
Date:08/13/2025
Averill Master Fund, Ltd.
Signature:/s/ Andrew Nathanson
Name/Title:Andrew Nathanson/Authorized Signatory
Date:08/13/2025
Aaron Cowen
Signature:/s/ Aaron Cowen
Name/Title:Aaron Cowen
Date:08/13/2025

Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.
Exhibit Information

[Exhibit A - Joint Filing Agreement] [Exhibit B - Control Person Identification]

FAQ

How many AVBP shares does Suvretta Capital report owning?

Suvretta Capital Management, LLC reports shared beneficial ownership of 3,412,788 shares of AVBP, equal to 9.9% of the class.

What stake does Averill Master Fund report in AVBP?

Averill Master Fund, Ltd. reports ownership of 2,969,098 shares, representing 8.7% of AVBP common stock.

Do any reporting persons have sole voting or dispositive power over the AVBP shares?

No. The filing shows 0 shares with sole voting power and 0 shares with sole dispositive power for each reporting person; powers are reported as shared.

Are these holdings reported as passive or active?

The filing includes a certification under Item 10 that the securities were not acquired to change or influence control, consistent with a passive Schedule 13G/A disclosure.

Who signed the Schedule 13G/A for the reporting parties?

Signatures include Andrew Nathanson for Suvretta Capital and Averill (as authorized signatory) and Aaron Cowen for himself, each certifying the filing.
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