Adage Capital Management and associated reporting persons report beneficial ownership of 22,272,884 Ordinary Shares of DBV Technologies S.A., representing 7.31% of the class based on March 25, 2026 outstanding share data. The percentage is calculated using 296,042,447 Ordinary Shares outstanding and assumes conversion of Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants.
The filing names Adage Capital Management, L.P., Robert Atchinson and Phillip Gross as reporting persons and discloses shared voting and dispositive power of 22,272,884 shares. Each ADS represents 5 Ordinary Shares under the CUSIP 23306J309.
Positive
None.
Negative
None.
Insights
Adage holds a meaningful passive stake in DBV Technologies through shared control of 22.27M shares.
Adage Capital Management is reported with 22,272,884 shares beneficially owned, shown as 7.31% of the ordinary shares outstanding as of March 25, 2026. The filing explicitly assumes conversion of securities issuable upon exercise of warrants when calculating the percentage.
Actual voting outcomes will depend on holder coordination and whether the convertible/warrant instruments are exercised; subsequent filings would show any changes in exercised positions or voting power.
Shared voting/dispositive power is disclosed rather than sole control, indicating collective influence rather than unilateral control.
The cover-row data lists 0 sole voting power and 22,272,884 shared voting power, which implies the stake is held via managed entities and subject to governance arrangements disclosed in Item 2(a). This is a standard schedule identifying beneficial ownership on behalf of investment vehicles.
Watch for any Form 4 or amendment if holdings change or if conversion/exercise events occur that alter percent ownership or voting composition.
Key Figures
Beneficial ownership:22,272,884 sharesPercent of class:7.31%Shares outstanding:296,042,447 shares+2 more
5 metrics
Beneficial ownership22,272,884 sharesAmount reported as beneficially owned by Adage and reporting persons
Percent of class7.31%Calculated based on 296,042,447 shares outstanding as of March 25, 2026
Shares outstanding296,042,447 sharesShares outstanding as of <date>March 25, 2026</date> (source: Company 10-K)
Included convertible-related shares8,683,787 sharesOrdinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants
ADS ratio1 ADS = 5 Ordinary SharesADSs quoted on Nasdaq under CUSIP 23306J309 represent 5 Ordinary Shares each
Key Terms
convertible preferred stock, warrants, American Depositary Shares (ADSs), shared voting power
4 terms
convertible preferred stockfinancial
"Includes 8,683,787 Ordinary Shares issuable upon conversion of shares of convertible preferred stock"
Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.
warrantsfinancial
"issuable upon exercise of warrants held by ACP"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
American Depositary Shares (ADSs)market
"Each ADS represents 5 Ordinary Shares"
A U.S.-listed certificate that stands for a specific number of shares in a non‑U.S. company held by a U.S. bank, making the foreign stock tradable on American exchanges in dollars. Think of it like a local voucher that represents ownership of an overseas product — it lets U.S. investors buy and sell foreign companies without handling foreign currency or foreign brokerage accounts, but it can affect dividends, voting rights, fees, liquidity and exposure to currency and regulatory differences.
shared voting powerregulatory
"Shared Voting Power 22,272,884.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
DBV Technologies S.A.
(Name of Issuer)
Ordinary Shares, nominal value 0.10 euro per share
(Title of Class of Securities)
23306J309
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
23306J309
1
Names of Reporting Persons
Adage Capital Management, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
22,272,884.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
22,272,884.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
22,272,884.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.31 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: Includes 8,683,787 Ordinary Shares (as defined in Item 2(a)) issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants.
SCHEDULE 13G
CUSIP Number(s):
23306J309
1
Names of Reporting Persons
Robert Atchinson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
22,272,884.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
22,272,884.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
22,272,884.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.31 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Includes 8,683,787 Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants.
SCHEDULE 13G
CUSIP Number(s):
23306J309
1
Names of Reporting Persons
Phillip Gross
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
22,272,884.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
22,272,884.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
22,272,884.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.31 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Includes 8,683,787 Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
DBV Technologies S.A.
(b)
Address of issuer's principal executive offices:
107 Av. de la Republique, 92320, Chatillon, France
Item 2.
(a)
Name of person filing:
This Statement is filed by:
(i) Adage Capital Management, L.P., a Delaware limited partnership ("ACM"), as the investment manager of Adage Capital Partners, L.P., a Delaware limited partnership ("ACP"), with respect to the ordinary shares, nominal value 0.10 euro per share ("Ordinary Shares"), of DBV Technologies S.A., a French company (the "Company"), and Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants directly held by ACP;
(ii) Robert Atchinson ("Mr. Atchinson"), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACA"), managing member of Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACPGP"), general partner of ACP and (2) managing member of Adage Capital Partners LLC, a Delaware limited liability company ("ACPLLC"), general partner of ACM, with respect to the Ordinary Shares and Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants directly held by ACP; and
(iii) Phillip Gross ("Mr. Gross"), as (1) managing member of ACA, managing member of ACPGP and (2) managing member of ACPLLC, general partner of ACM, with respect to the Ordinary Shares and Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants directly held by ACP.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.
The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
There is no CUSIP number assigned to the Ordinary Shares. The CUSIP number 23306J309 has been assigned to the American Depositary Shares ("ADSs") of the Company, which are quoted on the Nasdaq Capital Market under the symbol "DBVT." Each ADS represents 5 Ordinary Shares.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.
(c)
Citizenship:
ACM is a limited partnership organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.
(d)
Title of class of securities:
Ordinary Shares, nominal value 0.10 euro per share
(e)
CUSIP No.:
23306J309
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 296,042,447 Ordinary Shares outstanding as of March 25, 2026, as reported in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission on March 26, 2026, and assumes the conversion of the shares of convertible preferred stock issuable upon exercise of the warrants held by ACP.
(b)
Percent of class:
7.31%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a).
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Adage Capital Management, L.P.
Signature:
/s/ Robert Atchinson
Name/Title:
By: Adage Capital Partners LLC, its General Partner, By: Robert Atchinson, its Managing Member
How many DBVT Ordinary Shares does Adage report owning?
Adage reports beneficial ownership of 22,272,884 Ordinary Shares. This equals 7.31% of the class based on 296,042,447 shares outstanding as of March 25, 2026, and assumes conversion of securities related to outstanding warrants.
Does the reported stake include convertible securities or warrants?
Yes. The reported percentage assumes conversion of Ordinary Shares issuable upon conversion of shares of convertible preferred stock issuable upon exercise of warrants. The filing explicitly cites inclusion of 8,683,787 such Ordinary Shares in the count.
What voting and dispositive powers are disclosed for the reporting persons?
The cover data shows 0 sole voting power and 22,272,884 shared voting power, and similarly 0 sole dispositive and 22,272,884 shared dispositive power. Ownership is reported through managed entities named in Item 2(a).
How was the percentage ownership calculated in the filing?
The filing calculates 7.31% using 296,042,447 Ordinary Shares outstanding as of March 25, 2026, per the Company’s Form 10-K, and by assuming conversion of the warrants-held convertible preferred shares described in the statement.
