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[Form 4] CAMP4 Therapeutics Corporation Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Positive)
Form Type
4
Rhea-AI Filing Summary

Camp4 Therapeutics insider purchases reported by director and 10% owner Nashat Amir. On 09/11/2025 Polaris-affiliated entities purchased shares in a private placement at $1.53 per share under a Securities Purchase Agreement dated 09/09/2025. Purchases reported include 1,221,721 shares by Polaris Partners VII, L.P. and 85,468 shares by Polaris Entrepreneurs' Fund VII, L.P., with combined reported beneficial ownership following the transactions shown as 2,825,500 and 197,661 shares respectively and an additional 909,090 shares held indirectly by Polaris Partners X, L.P.

The filing discloses indirect ownership through management entities and contains standard disclaimers that the managing entities and reported persons disclaim beneficial ownership except to the extent of pecuniary interests.

Positive
  • Material insider participation in a private placement at $1.53 per share, showing continued backing from Polaris-affiliated funds
  • Clear disclosure of indirect ownership structures and post-transaction beneficial ownership amounts
Negative
  • None.

Insights

TL;DR: Significant private placement purchases at $1.53 per share by Polaris funds increase Polaris-related stakes in CAMP.

The transactions show material purchases by Polaris-affiliated limited partnerships in a private placement priced at $1.53 per share pursuant to a Securities Purchase Agreement dated 09/09/2025. Reported direct ownership amounts and the post-transaction beneficial ownership figures indicate sizable positions held indirectly through fund GP structures. This type of Form 4 signals continued investor support from existing institutional backers rather than open-market trading and is relevant to cap table and control dynamics.

TL;DR: Disclosure details indirect ownership via GP entities and includes customary disclaimers of beneficial ownership.

The filing carefully maps ownership through general partner and managing-member relationships and includes disclaimers that the managing members and management entities disclaim beneficial ownership except for pecuniary interests. The report is consistent with standard Section 16 reporting for fund-held positions and clarifies the reporting person’s role as director and 10% owner through affiliated entities.

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
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*
Nashat Amir

(Last) (First) (Middle)
C/O POLARIS PARTNERS
ONE MARINA PARK DRIVE, 8TH FL.

(Street)
BOSTON MA 02210

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Camp4 Therapeutics Corp [ CAMP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Stock 09/11/2025 P(1) 1,221,721 A $1.53 2,825,500 I See Footnote(2)(3)
Common Stock 09/11/2025 P(1) 85,468 A $1.53 197,661 I See Footnote(4)
Common Stock 909,090 I See Footnote(5)(6)
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
Explanation of Responses:
1. On September 11, 2025, each of Polaris Partners VII, L.P. ("PP VII") and Polaris Entrepreneurs' Fund VII, L.P. ("PEF VII") acquired shares in a private placement by the Issuer pursuant to the terms of a Securities Purchase Agreement, dated as of September 9, 2025, by and among the Issuer and the investors party thereto at a purchase price of $1.53 per share.
2. The reported securities are owned directly by PP VII. Polaris Management Co. VII, L.L.C. ("PMC VII") is the general partner of PP VII. Each of David Barrett, Brian Chee, the Reporting Person, a member of the Issuer's board of directors, and Bryce Youngren (collectively, the "PMC VII Managing Members") are the managing members of PMC VII. Each of PMC VII and the PMC VII Managing Members, including the Reporting Person, in their respective capacities with respect to PMC VII, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PP VII.
3. Each of PMC VII and the PMC VII Managing Members, including the Reporting Person, disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the PMC VII Managing Members or PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
4. The reported securities are owned directly by PEF VII. PMC VII is the general partner of PEF VII. Each of PMC VII and the PMC VII Managing Members, including the Reporting Person, in their respective capacities with respect to PMC VII, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PEF VII. Each of PMC VII and the PMC VII Managing Members, including the Reporting Person, disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the PMC VII Managing Members, including the Reporting Person, or PMC VII is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
5. The reported securities are owned directly by Polaris Partners X, L.P. ("PP X"). Polaris Partners GP X, L.L.C. ("PPGP X") is the general partner of PP X. Each of Amy Schulman and Brian Chee are the managing members of PPGP X (the "PPGP X Managing Members"). The Reporting Person, a member of the Issuer's board of directors, is an interest holder of PPGP X. Each of PPGP X, the PPGP X Managing Members and the Reporting Person, in their respective capacities with respect to PPGP X, may be deemed to have shared voting, investment and dispositive power with respect to the securities held by PP X.
6. Each of PPGP X, the PPGP X Managing Members and the Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of the PPGP X Managing Members, the Reporting Person or PPGP X is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
By: /s/ Lauren Crockett, Attorney-in-Fact 09/11/2025
** 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.

FAQ

What transactions were reported on the Form 4 for CAMP?

On 09/11/2025 Polaris-affiliated funds acquired shares in a private placement at $1.53 per share pursuant to a Securities Purchase Agreement dated 09/09/2025.

How many shares did Polaris Partners VII and Polaris Entrepreneurs' Fund VII acquire in CAMP?

The filing reports 1,221,721 shares acquired by Polaris Partners VII and 85,468 shares acquired by Polaris Entrepreneurs' Fund VII.

What beneficial ownership totals are reported after the transactions?

Post-transaction beneficial ownership is reported as 2,825,500 shares (for the PP VII position) and 197,661 shares (for the PEF VII position), with an additional 909,090 shares held indirectly by Polaris Partners X, L.P.

What is Nashat Amir's relationship to CAMP as shown on the Form 4?

Nashat Amir is reported as a Director and a 10% Owner and is identified as a managing member of entities that may share voting, investment and dispositive power.

Were there any disclaimers about beneficial ownership in the filing?

Yes, the filing includes standard disclaimers that the management entities and managing members, including the reporting person, disclaim beneficial ownership except to the extent of pecuniary interests.
Camp4 Therapeutics Corp.

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164.55M
10.47M
35.19%
51.76%
1.08%
Biotechnology
Pharmaceutical Preparations
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United States
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