Braveheart Bio (BRVE): OrbiMed entities disclose large preferred and common stake
Rhea-AI Filing Summary
Braveheart Bio, Inc. (BRVE) received an initial ownership report from OrbiMed-related entities. OrbiMed Private Investments IX, LP holds 9,132,420 shares of Series A Preferred Stock, convertible into the same number of Common shares on a one-for-4.38 basis, and 1,102,739 shares of Common Stock, all reported as indirect holdings. OrbiMed Advisors LLC and OrbiMed Capital GP IX LLC may be deemed to share voting and investment power but each disclaims beneficial ownership except for any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
ORBIMED ADVISORS LLC, OrbiMed Capital GP IX LLC
Role
Director, 10% Owner | Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series A Preferred Stock F3, F1, F2 | -- | -- | -- |
| holding | Common Stock F1, F2 | -- | -- | -- |
Holdings After Transaction:
Series A Preferred Stock — 9,132,420 shares (Indirect, See footnotes);
Common Stock — 1,102,739 shares (Indirect, See footnotes)
Footnotes (3)
- F1. These securities are held of record by OrbiMed Private Investments IX, LP ("OPI IX"). OrbiMed Capital GP IX LLC ("GP IX") is the general partner of OPI IX. OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the managing member of GP IX. By virtue of such relationships, GP IX and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI IX. OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, W. Carter Neild, and Geoffrey Hsu, each of whom disclaims beneficial ownership of the shares held by OPI IX.
- F2. This report on Form 3 is jointly filed by OrbiMed Advisors and GP IX. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. The Reporting Persons have designated Erez Chimovits, an employee of OrbiMed Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
- F3. Each share of Series A Preferred Stock is convertible into Common Stock on a one-for-4.38 basis at the option of the holder, and will convert automatically immediately prior to the closing of the Issuer's initial public offering into the number of shares shown in column 3 without payment of consideration. The Series A Preferred Stock has no expiration date.
Key Figures
Series A Preferred underlying Common: 9,132,420 shares
Common Stock held: 1,102,739 shares
Conversion ratio: one-for-4.38
3 metrics
Series A Preferred underlying Common
9,132,420 shares
Indirectly held by OrbiMed Private Investments IX, LP; convertible into Common Stock
Common Stock held
1,102,739 shares
Indirect holdings reported by OrbiMed-related entities
Conversion ratio
one-for-4.38
Each Series A Preferred share convertible into Common Stock
Key Terms
Series A Preferred Stock, beneficial ownership, pecuniary interest, Investment Advisers Act of 1940
4 terms
Series A Preferred Stock financial
"Each share of Series A Preferred Stock is convertible into Common Stock"
Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.
beneficial ownership regulatory
"Each of the Reporting Persons disclaims beneficial ownership of the securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of its pecuniary interest therein, if any"
Investment Advisers Act of 1940 regulatory
"OrbiMed Advisors LLC, a registered investment adviser under the Investment Advisers Act of 1940"
A U.S. federal law that sets rules for people and firms who give investment advice, requiring them to register with regulators, be honest about conflicts, keep records, and follow basic standards of care. It matters to investors because those rules act like licensing and consumer protections — similar to having safety standards for a mechanic — helping ensure advisers act in clients’ financial interests and reducing the risk of fraud or misuse of funds.
FAQ
What insider ownership did OrbiMed report in Braveheart Bio (BRVE) on this Form 3?
OrbiMed-related entities reported indirect holdings of 9,132,420 Series A Preferred shares, convertible into Common Stock, plus 1,102,739 Common shares, all held of record by OrbiMed Private Investments IX, LP and reported by OrbiMed Advisors LLC and OrbiMed Capital GP IX LLC.
How is Braveheart Bio (BRVE) Series A Preferred Stock convertible into Common Stock?
Each share of Braveheart Bio’s Series A Preferred Stock is convertible into Common Stock on a one-for-4.38 basis at the holder’s option and will automatically convert into the reported number of Common shares immediately before the closing of the company’s initial public offering.
Do OrbiMed Advisors LLC and OrbiMed Capital GP IX LLC claim beneficial ownership of BRVE shares?
Each reporting person disclaims beneficial ownership of the Braveheart Bio securities reported, except to the extent of any pecuniary interest. They state that the filing should not be considered an admission of beneficial ownership for Section 16 or any other purpose.
What is the nature of OrbiMed’s board representation at Braveheart Bio (BRVE)?
The reporting persons have designated Erez Chimovits, an employee of OrbiMed Advisors LLC, to serve on Braveheart Bio’s board of directors, reflecting OrbiMed’s governance involvement alongside its indirect investment positions in the company’s equity securities.
AI-generated analysis. How Rhea-AI works. Not financial advice.
