5AM Ventures VII buys 3.18M Camp4 Therapeutics Corp (CAMP) pre-funded warrants

Rhea-AI Filing Summary

Camp4 Therapeutics Corp reported that major shareholder 5AM Ventures VII, L.P. purchased 3,179,558 pre-funded warrants at $1.5299 per warrant. Each warrant is exercisable immediately for one share of common stock at $0.0001 per share, has no expiration, and is subject to a 9.99% beneficial ownership cap. The warrants are held indirectly through 5AM Ventures VII, with related entities and individuals disclaiming beneficial ownership beyond their pecuniary interests.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider 5AM Partners VI, LLC, 5AM Ventures VI, L.P., 5AM Opportunities II (GP), LLC, 5AM Opportunities II, L.P., 5AM Partners VII, LLC, 5AM Ventures VII, L.P., PARMAR KUSH

Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner

Bought 3,179,558 shs ($4.86M)

Type	Security	Shares	Price	Value
Purchase	Pre-Funded Warrant (Right to Buy) F1, F2	3,179,558	$1.5299	$4.86M

Holdings After Transaction: Pre-Funded Warrant (Right to Buy) — 3,179,558 shares (Indirect, By 5AM Ventures VII, L.P.)

Footnotes (2)

1. F1. The Pre-Funded Warrant has no expiration date and is exercisable immediately. Notwithstanding the foregoing, 5AM Ventures VII, L.P. ("Ventures VII") shall not be entitled to exercise the Pre-Funded Warrant to the extent that it would cause the aggregate number of shares of Common Stock beneficially owned by Ventures VII, together with its Attribution Parties (as defined in the Pre-Funded Warrant), to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.
2. F2. The shares are directly held by Ventures VII. 5AM Partners VII, LLC ("Partners VII") is the sole general partner of Ventures VII. Dr. Kush Parmar and Andrew J. Schwab are the managing members of Partners VII and may be deemed to have shared voting and investment power over the shares beneficially owned by Ventures VII. Each of Partners VII and Dr. Parmar disclaims beneficial ownership of such shares except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.

Key Figures

Pre-funded warrants purchased: 3179558.0000 warrants Purchase price per warrant: $1.5299 per warrant Underlying common shares: 3179558.0000 shares +2 more

5 metrics

Pre-funded warrants purchased 3179558.0000 warrants Derivative purchase on 2026-08-03 by 5AM Ventures VII, L.P.

Purchase price per warrant $1.5299 per warrant Price paid for each pre-funded warrant in the reported transaction

Underlying common shares 3179558.0000 shares Common shares issuable upon full exercise of the pre-funded warrants

Exercise price $0.0001 per share Conversion or exercise price of each pre-funded warrant into common stock

Beneficial ownership cap 9.99% Maximum beneficial ownership permitted under the warrant terms for Ventures VII and its Attribution Parties

Key Terms

Pre-Funded Warrant, beneficially owned, Attribution Parties, pecuniary interest, +1 more

5 terms

Pre-Funded Warrant financial

"The Pre-Funded Warrant has no expiration date and is exercisable immediately."

A pre-funded warrant is a financial instrument that gives the holder the right to buy shares of a company's stock at a set price, with most of the purchase cost already paid upfront. It functions like a nearly fully paid option, allowing investors to secure shares quickly while minimizing the amount of additional money they need to invest later. This helps investors gain ownership rights efficiently, often used to avoid certain regulatory restrictions or to prepare for future stock purchases.

beneficially owned financial

"shares of Common Stock beneficially owned by Ventures VII, together with its Attribution Parties"

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.

Attribution Parties financial

"Ventures VII, together with its Attribution Parties, to exceed 9.99% of the total number of issued and outstanding shares"

pecuniary interest financial

"disclaims beneficial ownership of such shares except to the extent of its or his respective pecuniary interest therein"

ten percent owner regulatory

""is_ten_percent_owner": 1 for multiple 5AM entities in the reportingPersons list"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/05/2026 - 05:40 PM Accepted by SEC EDGAR 08/05/2026 - 05:39 PM Learn about SEC filing dates

FAQ

What did 5AM Ventures VII report buying in CAMP on this Form 4?

5AM Ventures VII, L.P. bought 3,179,558 pre-funded warrants to purchase Camp4 Therapeutics common stock. The warrants were acquired at $1.5299 per warrant and are immediately exercisable into common shares, subject to a 9.99% beneficial ownership cap and no expiration date.

At what price were the CAMP pre-funded warrants purchased?

The pre-funded warrants were purchased at $1.5299 per warrant. Each warrant is exercisable for one share of Camp4 Therapeutics common stock at an exercise price of $0.0001 per share, providing near-zero additional cash cost upon exercise beyond the initial purchase price.

How many CAMP common shares underlie the purchased pre-funded warrants?

The purchased pre-funded warrants are exercisable into 3,179,558 shares of Camp4 Therapeutics common stock. Each warrant corresponds to one underlying share, giving 5AM Ventures VII potential equity exposure to the same number of shares, constrained by the 9.99% beneficial ownership limitation in the warrant terms.

What are the exercise terms and ownership limits on the CAMP pre-funded warrants?

The pre-funded warrants are exercisable immediately, have no expiration date, and carry a $0.0001 per-share exercise price. However, 5AM Ventures VII cannot exercise them if doing so would push its and its Attribution Parties’ beneficial ownership above 9.99% of Camp4’s outstanding common stock.

Who is considered to hold the CAMP securities reported in this Form 4?

The securities are directly held by 5AM Ventures VII, L.P.. 5AM Partners VII, LLC is its general partner, and certain individuals have shared voting and investment power, but they disclaim beneficial ownership except for their pecuniary interests. A related director files separate Section 16 reports.

SEC Form 4

FORM 4

UNITED 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

X

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^*

5AM Partners VI, LLC

(Last) (First) (Middle)

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Camp4 Therapeutics Corp [ CAMP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form 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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Pre-Funded Warrant (Right to Buy)	$0.0001	08/03/2026		P		3,179,558		(1)	(1)	Common Stock	3,179,558	$1.5299	3,179,558	I	By 5AM Ventures VII, L.P.(2)

1. Name and Address of Reporting Person^*

5AM Partners VI, LLC

(Last) (First) (Middle)

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

5AM Ventures VI, L.P.

(Last) (First) (Middle)

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

5AM Opportunities II (GP), LLC

(Last) (First) (Middle)

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

5AM Opportunities II, L.P.

(Last) (First) (Middle)

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

5AM Partners VII, LLC

(Last) (First) (Middle)

C/O 5AM VENTURE MANAGEMENT, LLC

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

5AM Ventures VII, L.P.

(Last) (First) (Middle)

C/O 5AM VENTURE MANAGEMENT, LLC

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

PARMAR KUSH

(Last) (First) (Middle)

C/O 5AM VENTURE MANAGEMENT, LLC

4 EMBARCADERO CENTER, SUITE 3110

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The Pre-Funded Warrant has no expiration date and is exercisable immediately. Notwithstanding the foregoing, 5AM Ventures VII, L.P. ("Ventures VII") shall not be entitled to exercise the Pre-Funded Warrant to the extent that it would cause the aggregate number of shares of Common Stock beneficially owned by Ventures VII, together with its Attribution Parties (as defined in the Pre-Funded Warrant), to exceed 9.99% of the total number of issued and outstanding shares of Common Stock of the Issuer following such exercise.

2. The shares are directly held by Ventures VII. 5AM Partners VII, LLC ("Partners VII") is the sole general partner of Ventures VII. Dr. Kush Parmar and Andrew J. Schwab are the managing members of Partners VII and may be deemed to have shared voting and investment power over the shares beneficially owned by Ventures VII. Each of Partners VII and Dr. Parmar disclaims beneficial ownership of such shares except to the extent of its or his respective pecuniary interest therein. Mr. Schwab is a director of the Issuer and files separate Section 16 reports.

	5AM Partners VI, LLC, By /s/ Kush Parmar, Managing Member	08/05/2026
	5AM Ventures VI, L.P., By 5AM Partners VI, LLC, its General Partner, By /s/ Kush Parmar, Managing Member	08/05/2026
	5AM Opportunities II (GP), LLC, By /s/ Kush Parmar, Managing Member	08/05/2026
	5AM Opportunities II, L.P., By 5AM Opportunities II (GP), LLC, its General Partner, By /s/ Kush Parmar, Managing Member	08/05/2026
	5AM Partners VII, LLC, By /s/ Kush Parmar, Managing Member	08/05/2026
	5AM Ventures VII, L.P. By 5AM Partners VII, LLC, its General Partner, By /s/ Kush Parmar, Managing Member	08/05/2026
	/s/ Kush Parmar	08/05/2026
	** Signature of Reporting Person	Date
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)