BICYCLE THERAPEUTICS PLC SEC Filings

Bicycle Therapeutics plc (BCYC) Form 3 reports that Roger D. Dansey, listed as a Director, filed an initial beneficial ownership statement for the event dated 09/08/2025. The filing states no securities are beneficially owned by the reporting person. The form was signed on 09/10/2025 by an attorney-in-fact.

Bicycle Therapeutics plc reported that its Board of Directors increased in size from eight to ten members, effective September 8, 2025. The Board appointed Roger Dansey, M.D. as a Class III director with a term running until the 2028 annual general meeting, and Hervé Hoppenot as a Class I director with a term running until the 2026 annual general meeting.

Dr. Dansey will serve on the Scientific Committee and the Nominating and Corporate Governance Committee, while Mr. Hoppenot will join the Audit Committee and the Compensation Committee. The Board determined that both are independent under Nasdaq and applicable regulations, with Mr. Hoppenot also meeting the additional independence standards for audit and compensation committee service. As non-employee directors, they will participate in the company’s Non-Employee Director Compensation Policy and enter into the standard deed of indemnity.

Armistice Capital, LLC and Steven Boyd report shared beneficial ownership of 359,703 American Depositary Shares of Bicycle Therapeutics plc, representing 4.99% of the class. Armistice Capital is the investment manager of the Master Fund, the direct holder of the shares, and under an Investment Management Agreement Armistice Capital exercises voting and investment power over those securities. Steven Boyd, as managing member of Armistice Capital, is reported with the same shared voting and dispositive power. The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing control.

Point72 entities and Steven A. Cohen report beneficial ownership of 1,860,317 ADSs of Bicycle Therapeutics plc, equal to 3.9% of the outstanding ordinary share class. The ADSs are quoted on Nasdaq under ticker BCYC and each ADS represents one ordinary share. The holdings are reported as shared voting and dispositive power, with no sole voting or dispositive power disclosed.

The filing clarifies that Point72 Asset Management acts as investment manager for the fund holding these ADSs, Point72 Capital Advisors is the general partner, and Mr. Cohen controls the reporting entities. The statement notes the position was not acquired to change or influence control of the issuer.

Bicycle Therapeutics plc director Robert Charles Swanton received equity awards on 08/12/2025. The filing reports an award of 12,500 restricted share units (RSUs) that vest in three equal annual installments on August 12, 2026, 2027 and 2028, and a stock option to purchase 25,000 ordinary shares at an exercise price of $7.46 that vests on the same three-date schedule and expires on August 12, 2035. Each RSU is a contingent right to one ordinary share.

The transactions were reported on Form 4 with beneficial ownership shown as 15,589 ordinary shares following the non-derivative award. The form was signed by an attorney-in-fact on 08/14/2025. The filing is a routine insider grant disclosure and provides no forward-looking statements or operational data.

Robert Charles Swanton filed an initial Form 3 reporting beneficial ownership in Bicycle Therapeutics plc (BCYC). He directly holds 3,089 ordinary shares, of which 2,625 are restricted share units (RSUs) that vest in 12 equal quarterly installments beginning October 2, 2025. He also holds two granted stock options exercisable for 2,000 ordinary shares each: one option is fully vested and exercisable with an $18.85 exercise price and an expiration date of October 8, 2030; the other vests over time (one-fourth vested September 16, 2023, remainder vesting monthly) with a $24.58 exercise price and expires September 16, 2032. The Form 3 was signed by an attorney-in-fact on behalf of the reporting person on August 14, 2025.

Bicycle Therapeutics' Schedule 13G/A shows that Deep Track Capital, LP, Deep Track Biotechnology Master Fund, Ltd. and David Kroin collectively beneficially own 1,203,244 American Depositary Shares, equal to 2.42% of the class. The reporting persons disclose shared voting and shared dispositive power over all reported shares and report no sole voting or dispositive power. The ownership percentage is calculated using a total of 49,816,000 Ordinary Shares (based on the issuer's reported outstanding shares plus converted non-voting shares). The filers state the holdings were not acquired to change or influence control and they filed jointly under Rule 13d-1(k).

Bicycle Therapeutics plc filed a shelf registration to offer up to $500,000,000 of securities and included a resale prospectus covering 30,323,301 American Depositary Shares (ADSs) representing ordinary shares, of which 10,885,357 ordinary shares are presently issued and 19,437,944 ordinary shares may be redesignated from non-voting shares. The company’s ADSs trade on Nasdaq under the symbol BCYC with a most recent reported sale price of $8.05 per ADS.

Bicycle is a clinical-stage pharmaceutical company developing proprietary Bicycle4 molecules, short constrained peptides identified using a phage display screening platform that encodes quadrillions of candidates. The prospectus describes potential offerings of ordinary shares, ADSs, preference shares, debt, warrants, rights and units, confirms the company is a smaller reporting company, and notes this registration replaces a prior registration because the company is no longer a well-known seasoned issuer. The board has authority to allot shares up to a nominal 3,000,000 aggregate and preemptive rights were disapplied for a five-year period.

Bicycle Therapeutics plc (BCYC) reported Q2-25 results in its Form 10-Q. Collaboration revenue fell to $2.9 m (-69% YoY), reflecting timing of milestone receipts from Bayer, Novartis, Ionis and Genentech. Operating spend accelerated: R&D $71.0 m (+77%) as three clinical programs and the Duravelo-2 registrational trial ramped; G&A $18.5 m (+16%). Operating loss widened to $86.6 m; after $7.4 m of interest & other income, net loss was $79.0 m (-$1.14/sh), nearly double the prior-year quarter.

For the first six months, revenue dropped 56% to $12.9 m, while cumulative R&D rose 74% to $130.1 m. Six-month net loss reached $139.7 m (-$2.02/sh) and operating cash burn was $159.2 m.

Balance sheet strength remains the key offset. Cash & cash equivalents totaled $721.5 m (down $158 m YTD) following the $544 m May-24 private placement; management believes this funds operations for at least 12 months. Total liabilities are modest at $163.3 m; the $30 m Hercules term loan was fully repaid in July 2024, eliminating interest expense.

Share count at 8-5-25 was 49.9 m voting and 19.4 m non-voting shares, reflecting equity offerings and equity-based compensation.

Investment view: Ample cash provides runway to complete pivotal BT8009 trial, but the sharply rising R&D burn and highly dependent collaboration revenue increase execution risk and potential future dilution.