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Soleus group (NASDAQ: CCCC) discloses near-10% passive stake in C4 Therapeutics

Filing Impact
(Neutral)
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(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

C4 Therapeutics, Inc. shareholder update: a group of Soleus investment entities filed an amended Schedule 13G/A reporting passive ownership of C4 Therapeutics common stock.

Soleus Capital Management, L.P., Soleus GP, LLC and Guy Levy each report beneficial ownership of 10,334,114 shares, representing 9.99% of the outstanding common stock based on 96,914,418 shares as of October 29, 2025. This total includes warrants to purchase up to 6,530,172 shares, subject to beneficial ownership limitations in those warrants. Other Soleus entities, including Soleus Private Equity Fund III, L.P., report 6,072,822 shares, or 5.9% of the class, including warrants to purchase up to 5,822,829 shares.

The filing states the securities were not acquired and are not held for the purpose of changing or influencing control of C4 Therapeutics, and multiple Soleus entities and Guy Levy disclaim beneficial ownership beyond Section 13(d) reporting obligations.

Positive

  • None.

Negative

  • None.





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus Private Equity Fund III, L.P. ("Soleus PE"). Soleus Private Equity GP III, LLC ("Soleus PE GP") is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, Soleus Capital Management, L.P. ("SCM") is the investment manager for Soleus PE and for Soleus Capital Master Fund, L.P. ("Master Fund"), and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC and of Soleus GP, LLC. Each of Mr. Levy, Soleus PE GP III, LLC, Soleus PE GP, SCM and Soleus GP, LLC disclaims beneficial ownership of these shares held by Soleus PE other than for the purpose of determining their obligations under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 5,822,829 shares of the common stock of C4 Therapeutics, Inc. (the "Issuer"). (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as reported on the cover of the Issuer's Quarterly Report on Form 10-Q for the period ended September 30, 2025 filed with the Securities and Exchange Commission on November 6, 2025 (the "Form 10-Q").


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC and of Soleus GP, LLC. Each of Mr. Levy, Soleus PE GP III, LLC, Soleus PE GP, SCM and Soleus GP, LLC disclaims beneficial ownership of these shares held by Soleus PE other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 5,822,829 shares of the common stock of the Issuer. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC and of Soleus GP, LLC. Each of Mr. Levy, Soleus PE GP III, LLC, Soleus PE GP, SCM and Soleus GP, LLC disclaims beneficial ownership of these shares held by Soleus PE other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 5,822,829 shares of the common stock of the Issuer. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund, Soleus Capital Group, LLC ("SCG") is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, LLC, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 6,807,911 shares of the common stock of the Issuer, and reflects the maximum number of shares of common stock that may be held by the Reporting Person as a result of the beneficial ownership limitations set forth in such warrants. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, LLC, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 6,807,911 shares of the common stock of the Issuer, and reflects the maximum number of shares of common stock that may be held by the Reporting Person as a result of the beneficial ownership limitations set forth in such warrants. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, LLC, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 6,807,911 shares of the common stock of the Issuer, and reflects the maximum number of shares of common stock that may be held by the Reporting Person as a result of the beneficial ownership limitations set forth in such warrants. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE and by Master Fund. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE, and Soleus GP, LLC is the sole general partner of SCM. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC, SCG and Soleus GP, LLC. Each of Soleus PE GP, Soleus PE GP III, LLC, Soleus Capital, LLC, SCG, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held directly by Soleus PE and Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 6,530,172 shares of the common stock of the Issuer, and reflects the maximum number of shares of common stock that may be held by the Reporting Person as a result of the beneficial ownership limitations set forth in such warrants. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE and by Master Fund. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SSCM is the investment manager for Soleus PE, and Soleus GP, LLC is the sole general partner of SCM. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC, SCG and Soleus GP, LLC. Each of Soleus PE GP, Soleus PE GP III, LLC, Soleus Capital, LLC, SCG, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held directly by Soleus PE and Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 6,530,172 shares of the common stock of the Issuer, and reflects the maximum number of shares of common stock that may be held by the Reporting Person as a result of the beneficial ownership limitations set forth in such warrants. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G




Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE and by Master Fund. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE, and Soleus GP, LLC is the sole general partner of SCM. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC, SCG and Soleus GP, LLC. Each of Soleus PE GP, Soleus PE GP III, LLC, Soleus Capital, LLC, SCG, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held directly by Soleus PE and Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose. (2) The number of shares reported in the table above includes warrants to purchase up to 6,530,172 shares of the common stock of the Issuer, and reflects the maximum number of shares of common stock that may be held by the Reporting Person as a result of the beneficial ownership limitations set forth in such warrants. (3) The percentage set forth in row 11 is calculated based upon 96,914,418 shares of the common stock of the Issuer outstanding as of October 29, 2025, as set forth on the cover of the Form 10-Q.


SCHEDULE 13G



Soleus Private Equity Fund III, L.P.
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus Private Equity GP III, LLC
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus PE GP III, LLC
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus Capital Master Fund, L.P.
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus Capital, LLC
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus Capital Group, LLC
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus Capital Management, L.P.
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Soleus GP, LLC
Signature:/s/ Guy Levy
Name/Title:Guy Levy/Managing Member
Date:02/12/2026
Guy Levy
Signature:/s/ Guy Levy
Name/Title:Guy Levy
Date:02/12/2026

FAQ

What ownership in C4 Therapeutics (CCCC) do the Soleus entities report?

The Soleus group reports up to 10,334,114 C4 Therapeutics shares, or 9.99% of the common stock, beneficially owned by Soleus Capital Management, L.P., Soleus GP, LLC and Guy Levy, based on 96,914,418 shares outstanding as of October 29, 2025.

How many C4 Therapeutics shares does Soleus Private Equity Fund III, L.P. report?

Soleus Private Equity Fund III, L.P. reports beneficial ownership of 6,072,822 C4 Therapeutics shares, representing 5.9% of the common stock. This amount includes warrants to purchase up to 5,822,829 shares of C4 Therapeutics common stock under the disclosed arrangements.

What percentage of C4 Therapeutics does Soleus Capital Master Fund, L.P. own?

Soleus Capital Master Fund, L.P. reports beneficial ownership of 10,361,860 C4 Therapeutics shares, equal to 9.99% of the company’s common stock class. This figure is calculated using 96,914,418 shares outstanding as of October 29, 2025, as disclosed in C4’s Form 10-Q.

Do the Soleus entities’ C4 Therapeutics holdings include warrants?

Yes. The reported holdings include warrants for up to 6,530,172 shares for Soleus Capital Management, L.P. and related filers, and up to 5,822,829 shares for Soleus Private Equity Fund III, L.P., subject to beneficial ownership limitations embedded in the warrant terms.

Are the Soleus entities seeking control of C4 Therapeutics (CCCC)?

The filing states the C4 Therapeutics securities were not acquired and are not held for changing or influencing control of the issuer. The group characterizes its position as passive ownership under Schedule 13G/A, consistent with the certification language provided.

How is the C4 Therapeutics ownership percentage calculated in this Schedule 13G/A?

Ownership percentages use 96,914,418 C4 Therapeutics shares outstanding as of October 29, 2025, as reported on the company’s Form 10-Q cover. Each Soleus reporting person’s percentage, such as 5.9% or 9.99%, is derived from beneficially owned shares divided by that total.
C4 Therapeutics, Inc.

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Biotechnology
Biological Products, (no Disgnostic Substances)
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