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[SCHEDULE 13G] Biomea Fusion, Inc. SEC Filing

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

Rhea-AI Filing Summary

CVI Investments and Heights Capital Management have reported a significant stake in Biomea Fusion, collectively holding 5,834,871 shares representing 9.9% of the company's common stock. The position consists of 4,450,000 direct shares and additional shares issuable through pre-funded warrants and other warrants.

Key details of the filing include:

  • Heights Capital Management serves as the investment manager to CVI Investments and can exercise voting and dispositive power over the shares
  • The warrants contain a 9.99% beneficial ownership limitation clause
  • CVI Investments is based in the Cayman Islands, while Heights Capital Management is incorporated in Delaware
  • Both entities have shared voting and dispositive power over all reported shares, with no sole voting or dispositive power

The filing certifies that the securities were not acquired to influence control of Biomea Fusion or in connection with any transaction having such purpose. The stake was reported following a recent offering referenced in the company's June 18, 2025 Prospectus Supplement.

Positive

  • CVI Investments and Heights Capital Management have acquired a significant 9.9% stake in Biomea Fusion, representing strong institutional confidence in the company
  • The investment includes both direct share ownership (4,450,000 shares) and additional warrants, indicating a structured long-term investment approach

Negative

  • The presence of a 9.99% ownership limitation in the warrants suggests potential dilution concerns if fully exercised





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




Comment for Type of Reporting Person: With respect to Row 6 and Row 8 above, Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and as such may exercise voting and dispositive power over the shares reported as beneficially owned by CVI Investments, Inc. herein.


SCHEDULE 13G




Comment for Type of Reporting Person: With respect to Row 6 and Row 8 above, Heights Capital Management, Inc. is the investment manager to CVI Investments, Inc. and as such may exercise voting and dispositive power over the shares reported as beneficially owned by CVI Investments, Inc. herein.


SCHEDULE 13G



CVI Investments, Inc.
Signature:/s/ Sarah Travis
Name/Title:Sarah Travis, Assistant General Counsel and Assistant Secretary of Heights Capital Management, Inc.
Date:06/25/2025
Heights Capital Management, Inc.
Signature:/s/ Sarah Travis
Name/Title:Sarah Travis, Assistant General Counsel and Assistant Secretary
Date:06/25/2025

Comments accompanying signature: Heights Capital Management, Inc. serves as authorized agent of CVI Investments, Inc. pursuant to a Limited Power of Attorney, a copy of which is attached as Exhibit I hereto.
Exhibit Information

EXHIBIT INDEX EXHIBIT DESCRIPTION ________ ________ I Limited Power of Attorney II Joint Filing Agreement

FAQ

How many shares of BMEA stock does CVI Investments own as of June 2025?

According to the Schedule 13G filing, CVI Investments, Inc. beneficially owns 5,834,871 shares of Biomea Fusion (BMEA) common stock, which includes both direct share ownership of 4,450,000 shares and shares issuable upon exercise of pre-funded warrants and other warrants.

What percentage of BMEA does CVI Investments control?

CVI Investments controls 9.9% of Biomea Fusion's (BMEA) outstanding shares, as reported in the Schedule 13G filing dated June 28, 2025. This ownership percentage is subject to warrant exercise limitations that prevent beneficial ownership from exceeding 9.99%.

Who manages CVI Investments' stake in BMEA?

Heights Capital Management, Inc. serves as the investment manager to CVI Investments, Inc. and exercises voting and dispositive power over the BMEA shares beneficially owned by CVI Investments. Heights Capital Management is based in San Francisco, California.

What type of warrants does CVI Investments hold for BMEA stock?

The filing indicates CVI Investments holds both pre-funded warrants and other warrants to purchase BMEA shares. These warrants have a 9.99% beneficial ownership limitation, meaning they cannot be exercised if doing so would result in ownership exceeding 9.99% of outstanding shares.

Is CVI Investments acquiring BMEA shares to influence company control?

No, according to the certification in Item 10 of the filing, CVI Investments states that the securities were not acquired for the purpose of changing or influencing control of Biomea Fusion, Inc. (BMEA), and are not held in connection with any such transaction.
Biomea Fusion, Inc.

NASDAQ:BMEA

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Biotechnology
Pharmaceutical Preparations
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United States
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