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Braveheart Bio (BRVE): Andreessen Horowitz funds disclose 11.4% post-IPO stake

(Moderate)
(Neutral)
Form Type
SCHEDULE 13D

Rhea-AI Filing Summary

Braveheart Bio, Inc. has a new large shareholder disclosure from Andreessen Horowitz–affiliated funds and principals. AH Bio Fund IV, L.P. and related entities beneficially own 10,232,420 shares of common stock, representing 11.4% of outstanding shares immediately after the IPO. The stake arose from the conversion of 40,000,000 Series A preferred shares purchased for $40 million, which converted at a 4.38‑for‑1 ratio into 9,132,420 common shares at IPO closing on August 7, 2026, plus an additional 1,100,000 common shares bought in the IPO at $18.00 per share for $19.8 million.

AH Equity Partners Bio IV, L.L.C. is the general partner and holds sole voting and dispositive power over the fund’s shares, while Marc Andreessen and Benjamin Horowitz may be deemed to share voting and dispositive power through their roles as managing members. The investors acquired the position for investment purposes and may increase or decrease their holdings, subject to a 180‑day lock‑up and an Investors’ Rights Agreement that provides demand, shelf (Form S‑3), and piggyback registration rights for sizable future resales.

Positive

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Negative

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Beneficial ownership 10,232,420 shares Common stock beneficially owned by each reporting person
Ownership percentage 11.4 % Percentage of common stock outstanding immediately after IPO closing on August 7, 2026
Shares outstanding 90,038,969 shares Common stock outstanding immediately following IPO, including 3,187,500 option shares
Series A investment $40 million Aggregate purchase price for 40,000,000 Series A Preferred shares prior to IPO
Series A conversion ratio 4.38-for-1 Automatic conversion of Series A Preferred into common stock at IPO closing
Common shares from conversion 9,132,420 shares Common stock issued to AH Bio IV upon Series A conversion at IPO closing
IPO share purchase 1,100,000 shares at $18.00 Common stock purchased from IPO underwriters for $19.8 million
Lock-up period 180 days after August 5, 2026 Duration of lock-up agreements restricting sales by major holders
beneficially owned financial
"set forth the aggregate number of shares of Common Stock and percentage of the shares of Common Stock beneficially owned"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Registrable Securities regulatory
"registration rights with respect to the shares of common stock issued upon conversion of their Series A Preferred Stock ("Registrable Securities")"
piggyback registration rights regulatory
"entitled to certain piggyback registration rights allowing such holders to include their Registrable Securities"
A contractual right that lets existing shareholders join a company’s planned public sale of stock so they can sell their own shares at the same time under the same paperwork. It matters to investors because it gives insiders and early holders an easier, often faster way to convert shares to cash, while also potentially increasing the number of shares offered and affecting the share price — like catching a scheduled bus instead of hiring a private ride to get where you need to go.
lock-up agreement regulatory
"entered into a customary lock-up agreement with the underwriters with respect to its common stock"
A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.
Deemed Liquidation Event regulatory
"the closing of a "Deemed Liquidation Event," as such term is defined in the Issuer's amended and restated certificate"
Form S-3 regulatory
"holders of Registrable Securities may request the Issuer to register their Registrable Securities on Form S-3"
Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

FAQ

How much of Braveheart Bio, Inc. (BRVE) does Andreessen Horowitz report owning?

Andreessen Horowitz–affiliated entities report beneficial ownership of 10,232,420 shares of Braveheart Bio common stock, representing 11.4% of the 90,038,969 shares outstanding immediately after the IPO on August 7, 2026.

How did Andreessen Horowitz’s stake in Braveheart Bio (BRVE) form?

The stake comes from 40,000,000 Series A preferred shares bought for $40 million, converting at IPO into 9,132,420 common shares, plus 1,100,000 common shares purchased in the IPO at $18.00 per share for $19.8 million.

Who controls voting and dispositive power over the Braveheart Bio (BRVE) shares?

AH Equity Partners Bio IV, L.L.C. has sole voting and dispositive power over 10,232,420 shares held by AH Bio Fund IV, while Marc Andreessen and Benjamin Horowitz may be deemed to share voting and dispositive power through their roles as managing members.

What registration rights does Andreessen Horowitz have for Braveheart Bio (BRVE) shares?

Under a September 3, 2025 Investors’ Rights Agreement, holders can demand S‑1 registration for at least $20 million of Registrable Securities and request Form S‑3 registrations for at least $5 million, with limits of one S‑1 and two S‑3s in any 12‑month period.

Is Andreessen Horowitz subject to a lock-up on Braveheart Bio (BRVE) shares?

Yes. In connection with the IPO, AH Bio IV and other major holders agreed to a customary 180‑day lock‑up from August 5, 2026, restricting most sales or transfers without written consent from the IPO underwriters’ representatives.

Can Andreessen Horowitz change its Braveheart Bio (BRVE) position after the IPO?

Subject to legal and contractual limits, including the 180‑day lock‑up, the reporting persons may increase or decrease their Braveheart Bio holdings over time through open‑market or private transactions, or by distributions to their partners or members.

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

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10567X101

(CUSIP Number)
a16z Capital Management
2865 Sand Hill Road, Suite 101,
Menlo Park, CA, 94025
(650) 798-5800

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
08/07/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




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SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


AH Bio Fund IV, L.P.
Signature:/s/ Phil Hathaway
Name/Title:By AH Equity Partners Bio IV, L.L.C., Its General Partner, By Phil Hathaway, Chief Operating Officer (See Note 1)
Date:08/14/2026
AH Equity Partners Bio IV, L.L.C.
Signature:/s/ Phil Hathaway
Name/Title:By Phil Hathaway, Chief Operating Officer
Date:08/14/2026
Marc L. Andreessen
Signature:/s/ Phil Hathaway
Name/Title:By Phil Hathaway, Attorney-in-Fact
Date:08/14/2026
Benjamin A. Horowitz
Signature:/s/ Phil Hathaway
Name/Title:By Phil Hathaway, Attorney-in-Fact
Date:08/14/2026
Comments accompanying signature:
Note 1: AH Bio Fund IV, L.P. for itself and as nominee for AH Bio Fund IV-B, L.P., AH 2022 Annual Fund, L.P., AH 2022 Annual Fund-B, L.P., AH 2022 Annual Fund-QC, L.P. and CLF Partners III, LP.