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Braveheart Bio investor converts preferred, buys shares

(Very High)
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

Braveheart Bio, Inc. reported that investment entities affiliated with Forbion converted 75,000,000 shares of Series A Preferred Stock into 17,123,287 shares of Common Stock on August 7, 2026, in connection with the closing of the initial public offering, at a 1-for-4.38 conversion rate without additional consideration. On the same date, these Forbion entities also purchased 3,600,000 Common Shares at $18.00 per share in open-market or private transactions. Footnotes state that the management entities may be deemed to have voting and dispositive power over the fund holdings and that each reporting person disclaims Section 16 beneficial ownership except to the extent of its pecuniary interest.

Positive

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Negative

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Insights

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Insider Forbion Growth Opportunities Fund III Cooperatief U.A., Forbion Growth III Management B.V., Forbion Ventures Fund VII Cooperatief U.A., Forbion Ventures VII Management B.V.
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner
Bought 3,600,000 shs ($64.80M)
Type Security Shares Price Value
Conversion Series A Preferred Stock F1, F2 40,000,000 $0.00 $0.00
Conversion Series A Preferred Stock F1, F3 35,000,000 $0.00 $0.00
Conversion Common Stock F1, F2 9,132,420 $0.00 $0.00
Conversion Common Stock F1, F3 7,990,867 $0.00 $0.00
Purchase Common Stock F2 1,920,000 $18.00 $34.56M
Purchase Common Stock F3 1,680,000 $18.00 $30.24M
Holdings After Transaction: Series A Preferred Stock — 0 contracts (Direct); Series A Preferred Stock — 0 contracts (Indirect, By Forbion Ventures Fund VII Cooperatief U.A.); Common Stock — 11,640,546 shares (Direct); Common Stock — 10,185,478 shares (Indirect, By Forbion Ventures Fund VII Cooperatief U.A.)
Footnotes (3)
  1. F1. Upon the closing of the Issuer's initial public offering, each share of Series A Preferred Stock automatically converted into Common Stock on a one-for-4.38 basis without payment of consideration. The Series A Preferred Stock had no expiration date.
  2. F2. Forbion Growth III Management B.V. ("Forbion Growth III Management") is the director of Forbion Growth Opportunities Fund III Cooperatief U.A. (the "Forbion Growth III") and may be deemed to have voting and dispositive power over the securities beneficially owned by the Forbion Growth III. Each of the Reporting Persons disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such shares for Section 16 or any other purpose.
  3. F3. Forbion Ventures VII Management B.V. ("Forbion VII Director") is the director of Forbion Ventures Fund VII Cooperatief U.A. (the "Forbion Ventures VII") and may be deemed to have voting and dispositive power over the securities beneficially owned by the Forbion Ventures VII. Each of the Reporting Persons disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such shares for Section 16 or any other purpose.
Preferred shares converted 75,000,000 shares Series A Preferred Stock converted on August 7, 2026
Common shares received on conversion 17,123,287 shares Common Stock issued upon 1-for-4.38 conversion of Series A Preferred
Conversion ratio 1-for-4.38 Each Series A Preferred share converted into Common Stock at IPO closing
Common shares purchased 3,600,000 shares Open-market or private purchases on August 7, 2026
Purchase price $18.00 per share Price paid for 3,600,000 Common shares
Series A Preferred Stock financial
"Each share of Series A Preferred Stock automatically converted 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.
initial public offering financial
"Upon the closing of the Issuer's initial public offering, each share of Series A"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
derivative security financial
"transaction_code_description":"Conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Section 16 beneficial ownership regulatory
"Each of the Reporting Persons disclaims Section 16 beneficial ownership of such shares"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Braveheart Bio (BRVE) report on August 7, 2026?

On August 7, 2026, affiliated Forbion funds converted 75,000,000 Series A Preferred shares into 17,123,287 Common shares and purchased 3,600,000 additional Common shares at $18.00 per share.

How many Braveheart Bio (BRVE) preferred shares were converted and at what ratio?

Affiliated Forbion funds converted 75,000,000 shares of Series A Preferred Stock into Common Stock at a 1-for-4.38 ratio, resulting in 17,123,287 Common shares, upon the closing of the initial public offering.

What common stock purchases by Forbion were disclosed for Braveheart Bio (BRVE)?

The report shows Forbion-related entities purchased 3,600,000 shares of Braveheart Bio Common Stock on August 7, 2026 at a price of $18.00 per share, in open-market or private transactions.

Were the Braveheart Bio (BRVE) insider transactions under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and the footnotes do not state that these Braveheart Bio transactions were executed under a Rule 10b5-1 trading plan.

Who holds voting power over the Braveheart Bio (BRVE) shares reported by Forbion?

Footnotes state that Forbion Growth III Management B.V. and Forbion Ventures VII Management B.V. may be deemed to have voting and dispositive power over fund-held shares, while each reporting person disclaims Section 16 beneficial ownership beyond its pecuniary interest.

Did the Series A Preferred Stock of Braveheart Bio (BRVE) have an expiration date?

The disclosure notes that the Series A Preferred Stock had no expiration date before it automatically converted into Common Stock upon the closing of Braveheart Bio’s initial public offering.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Forbion Growth Opportunities Fund III Cooperatief U.A.

(Last)(First)(Middle)
GOOIMEER 2-35

(Street)
NAARDENNETHERLANDS1411 DC

(City)(State)(Zip)

NETHERLANDS

(Country)
2. Issuer Name and Ticker or Trading Symbol
Braveheart Bio, Inc. [ BRVE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/07/2026C(1)9,132,420A$0.009,720,546D(2)
Common Stock08/07/2026C(1)7,990,867A$0.008,505,478IBy Forbion Ventures Fund VII Cooperatief U.A.(3)
Common Stock08/07/2026P1,920,000A$1811,640,546D(2)
Common Stock08/07/2026P1,680,000A$1810,185,478IBy Forbion Ventures Fund VII Cooperatief U.A.(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series A Preferred Stock(1)08/07/2026C(1)40,000,000 (1) (1)Common Stock9,132,420$0.000D(2)
Series A Preferred Stock(1)08/07/2026C(1)35,000,000 (1) (1)Common Stock7,990,867$0.000IBy Forbion Ventures Fund VII Cooperatief U.A.(3)
1. Name and Address of Reporting Person*
Forbion Growth Opportunities Fund III Cooperatief U.A.

(Last)(First)(Middle)
GOOIMEER 2-35

(Street)
NAARDENNETHERLANDS1411 DC

(City)(State)(Zip)

NETHERLANDS

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Forbion Growth III Management B.V.

(Last)(First)(Middle)
GOOIMEER 2-35

(Street)
NAARDENNETHERLANDS1411 DC

(City)(State)(Zip)

NETHERLANDS

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Forbion Ventures Fund VII Cooperatief U.A.

(Last)(First)(Middle)
GOOIMEER 2-35

(Street)
NAARDENNETHERLANDS1411 DC

(City)(State)(Zip)

NETHERLANDS

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Forbion Ventures VII Management B.V.

(Last)(First)(Middle)
GOOIMEER 2-35

(Street)
NAARDENNETHERLANDS1411 DC

(City)(State)(Zip)

NETHERLANDS

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Upon the closing of the Issuer's initial public offering, each share of Series A Preferred Stock automatically converted into Common Stock on a one-for-4.38 basis without payment of consideration. The Series A Preferred Stock had no expiration date.
2. Forbion Growth III Management B.V. ("Forbion Growth III Management") is the director of Forbion Growth Opportunities Fund III Cooperatief U.A. (the "Forbion Growth III") and may be deemed to have voting and dispositive power over the securities beneficially owned by the Forbion Growth III. Each of the Reporting Persons disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such shares for Section 16 or any other purpose.
3. Forbion Ventures VII Management B.V. ("Forbion VII Director") is the director of Forbion Ventures Fund VII Cooperatief U.A. (the "Forbion Ventures VII") and may be deemed to have voting and dispositive power over the securities beneficially owned by the Forbion Ventures VII. Each of the Reporting Persons disclaims Section 16 beneficial ownership of such shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such shares for Section 16 or any other purpose.
Forbion Growth Opportunities Fund III Cooperatief U.A., By: /s/ M.A. van Osch and /s/ G.J. Mulder, Directors of Director of Director08/07/2026
Forbion Growth III Management B.V., By: /s/ M.A. van Osch and /s/ G.J. Mulder, Directors of Director08/07/2026
Forbion Ventures Fund VII Cooperatief U.A., By: /s/ M.A. van Osch and /s/ G.J. Mulder, Directors of Director of Director08/07/2026
Forbion Ventures VII Management B.V., By: /s/ M.A. van Osch and /s/ G.J. Mulder, Directors of Director08/07/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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