Crescent Biopharma insider entity buys shares, warrants

Fairmount Healthcare Fund II L.P., an entity associated with Crescent Biopharma, indirectly purchased 853,450 Ordinary Shares at $14.50 and Pre-Funded Warrants for 525,897 shares at $14.499 on July 16, 2026.

Rhea-AI Filing Summary

Fairmount Healthcare Fund II L.P., an entity associated with Crescent Biopharma, indirectly purchased 853,450 Ordinary Shares at $14.50 and Pre-Funded Warrants for 525,897 shares at $14.499 on July 16, 2026. The Pre-Funded Warrants are exercisable at $0.001 per share, have no expiration, and are subject to a 9.99% beneficial ownership cap.

After these purchases, Fairmount Healthcare Fund II L.P. indirectly held 3,601,316 Ordinary Shares and Pre-Funded Warrants for 2,294,037 shares. Fairmount Funds Management LLC, Peter Harwin, and Tomas Kiselak disclaim beneficial ownership beyond their pecuniary interest.

Insider Trade Summary

Net Buyer: 1,379,347 shares

Net Buy 2 txns

Insider Fairmount Funds Management LLC, Fairmount Healthcare Fund II L.P., Kiselak Tomas, Harwin Peter Evan

Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner | Director, 10% Owner

Bought 1,379,347 shs ($20.00M)

Type	Security	Shares	Price	Value
Purchase	Pre-Funded Warrant (Right to Buy) F2, F1	525,897	$14.499	$7.62M
Purchase	Ordinary Shares F1	853,450	$14.50	$12.38M

Holdings After Transaction: Pre-Funded Warrant (Right to Buy) — 2,294,037 contracts (Indirect, By Fairmount Healthcare Fund II L.P.); Ordinary Shares — 3,601,316 shares (Indirect, By Fairmount Healthcare Fund II L.P.)

Footnotes (2)

1. F1. Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
2. F2. The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of outstanding shares of common stock of the Issuer immediately after giving effect to such exercise.

Key Figures

Ordinary Shares purchased: 853,450 shares Pre-Funded Warrants purchased: 525,897 warrants Aggregate share equivalents bought: 1,379,347 shares +4 more

7 metrics

Ordinary Shares purchased 853,450 shares Indirect purchase on July 16, 2026 at $14.500 per Ordinary Share

Pre-Funded Warrants purchased 525,897 warrants Indirect purchase on July 16, 2026 at $14.499 per warrant (right to buy underlying shares)

Aggregate share equivalents bought 1,379,347 shares Total of Ordinary Shares and underlying shares of Pre-Funded Warrants purchased

Ordinary Shares held after 3,601,316 shares Indirect Ordinary Share holdings following July 16, 2026 transactions

Pre-Funded Warrants held after 2,294,037 warrants Indirect Pre-Funded Warrant holdings following July 16, 2026 transactions

Pre-Funded Warrant exercise price $0.001 per share Exercise price for each underlying Ordinary Share under the Pre-Funded Warrants

Beneficial ownership cap 9.99% of outstanding common stock Maximum beneficial ownership allowed immediately after exercising Pre-Funded Warrants

Key Terms

Pre-Funded Warrants, beneficial ownership, pecuniary interest, director by deputization

4 terms

Pre-Funded Warrants financial

"The Pre-Funded Warrants have no expiration date and are exercisable at any time"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

beneficial ownership financial

"would beneficially own more than 9.99% of the number of outstanding shares"

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

"disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest"

director by deputization regulatory

"Fairmount may be deemed a director by deputization of Issuer"

FAQ

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

What insider transactions did Crescent Biopharma (CBIO) report on July 16, 2026?

Crescent Biopharma reported that Fairmount Healthcare Fund II L.P. indirectly purchased 853,450 Ordinary Shares at $14.50 and Pre-Funded Warrants for 525,897 shares at $14.499 on July 16, 2026, increasing its indirect holdings of both ordinary shares and pre-funded warrants.

How many Crescent Biopharma (CBIO) securities does Fairmount Healthcare Fund II L.P. hold after the transactions?

Following the July 16, 2026 trades, Fairmount Healthcare Fund II L.P. indirectly held 3,601,316 Ordinary Shares and Pre-Funded Warrants for 2,294,037 shares of Crescent Biopharma, as reported under indirect ownership "By Fairmount Healthcare Fund II L.P."

What are the key terms of Crescent Biopharma (CBIO) Pre-Funded Warrants bought by Fairmount?

The Pre-Funded Warrants acquired, representing 525,897 underlying shares, are exercisable at $0.001 per share, have no expiration date, and include a 9.99% beneficial ownership cap that prevents the holder from exceeding that percentage of Crescent Biopharma’s outstanding common stock upon exercise.

Who are the reporting persons in this Crescent Biopharma (CBIO) insider report and how is ownership described?

Reporting persons include Fairmount Funds Management LLC, Fairmount Healthcare Fund II L.P., Peter Harwin, and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest in those holdings.

Were Crescent Biopharma (CBIO) insider purchases made under a Rule 10b5-1 trading plan?

The document-level Rule 10b5-1 checkbox was not marked as affirming plan-based trades, and no footnotes describe a Rule 10b5-1 plan. Accordingly, these purchases are not identified in the report as being executed under a pre-arranged trading plan.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 07/20/2026 - 05:30 PM Learn about SEC filing dates

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^*

Fairmount Funds Management LLC

(Last) (First) (Middle)

200 BARR HARBOR DRIVE

SUITE 400

(Street)

WEST CONSHOHOCKEN PENNSYLVANIA 19428

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CRESCENT BIOPHARMA, INC. [ CBIO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026

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
Ordinary Shares	07/16/2026		P		853,450	A	$14.5	3,601,316	I	By Fairmount Healthcare Fund II L.P.(1)

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)	$0.001	07/16/2026		P		525,897		(2)	(2)	Ordinary Shares	525,897	$14.499	2,294,037	I	By Fairmount Healthcare Fund II L.P.(1)

1. Name and Address of Reporting Person^*

Fairmount Funds Management LLC

(Last) (First) (Middle)

200 BARR HARBOR DRIVE

SUITE 400

(Street)

WEST CONSHOHOCKEN PENNSYLVANIA 19428

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Fairmount Healthcare Fund II L.P.

(Last) (First) (Middle)

200 BARR HARBOR DRIVE

SUITE 400

(Street)

WEST CONSHOHOCKEN PENNSYLVANIA 19428

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Kiselak Tomas

(Last) (First) (Middle)

200 BARR HARBOR DRIVE

SUITE 400

(Street)

WEST CONSHOHOCKEN PENNSYLVANIA 19428

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Harwin Peter Evan

(Last) (First) (Middle)

200 BARR HARBOR DRIVE

SUITE 400

(Street)

WEST CONSHOHOCKEN PENNSYLVANIA 19428

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

2. The Pre-Funded Warrants have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of outstanding shares of common stock of the Issuer immediately after giving effect to such exercise.

Remarks:

Fairmount may be deemed a director by deputization of Issuer by virtue of the fact that Peter Harwin serves on the board of directors of the Issuer and is a manager of Fairmount.

	/s/ Tomas Kiselak, Managing Member of Fairmount Funds Management LLC	07/20/2026
	/s/ Tomas Kiselak, Managing Member of Fairmount Healthcare Fund II, L.P.	07/20/2026
	/s/ Tomas Kiselak	07/20/2026
	/s/ Peter Harwin	07/20/2026
	** 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)