Dianthus Therapeutics Inc SEC Filings

Dianthus Therapeutics insider grant: Simrat Randhawa, Chief Medical Officer of Dianthus Therapeutics (DNTH), was granted a stock option on 09/23/2025 to purchase 60,000 shares of common stock. The option has an exercise/conversion price of $37.87 per share and an exercise/expiration date of 09/23/2035. The award vests in equal monthly installments over four years starting 09/23/2025, subject to continued service. The filing reports the holdings as 60,000 shares held directly following the transaction and is signed on behalf of the reporting person by an attorney-in-fact.

Fairmount Funds Management and affiliated entities reported beneficial voting and dispositive power over 4,052,052 shares of Dianthus Therapeutics, Inc. (DNTH), representing 9.9% of the outstanding common stock based on 40,561,085 shares as of September 11, 2025. The position includes 3,307,191 shares of common stock and pre-funded warrants exercisable for up to 744,861 shares subject to a 9.99% beneficial ownership limitation. On September 11, 2025, Fairmount Healthcare Fund II L.P. purchased 600,000 shares in the company’s underwritten public offering at $33.00 per share for aggregate consideration of $19,800,000. Tomas Kiselak resigned from the Board on March 4, 2025, and the Reporting Persons state they currently have no present plans to effect corporate actions, while reserving the right to review or change that position in the future.

Insider transactions at Dianthus Therapeutics (DNTH): Chief Financial & Business Officer Ryan Savitz executed and sold shares under a Rule 10b5-1 plan on 09/09/2025. He exercised a stock option to buy 20,000 shares at a $8.44 exercise price and simultaneously sold 20,000 shares at $35 per share. After these transactions, the reporting person beneficially owns 104,766 shares of common stock. The option award underlying the exercise vests over time, with 25% vested on 06/02/2023 and the remainder vesting monthly over the following three years. The filing was signed by an attorney-in-fact on 09/11/2025.

Dianthus Therapeutics, Inc. (DNTH) Form 144 notifies the SEC of a proposed sale of 20,000 shares of common stock acquired on 09/09/2025 via exercise of stock options from the issuer. The filer lists Morgan Stanley Smith Barney LLC Executive Financial Services as the broker, with an approximate aggregate market value of $636,000.00 and that the company has 32,188,345 shares outstanding. The notice indicates the shares were to be paid for in cash on the same acquisition date and that there were no reported sales by the seller in the prior three months. The filing includes the standard representation that the seller is not aware of undisclosed material adverse information.

Dianthus Therapeutics is offering shares of common stock and pre-funded warrants exercisable for common stock. Each pre-funded warrant has an exercise price of $0.001 per share and is exercisable any time after issuance subject to ownership limits (holders may elect limits up to 19.99% with prior notice). The company does not intend to list the pre-funded warrants, which may limit liquidity. The prospectus states the company will use net proceeds to advance preclinical and clinical development and for working capital. The public offering price per share and certain total dollar amounts are redacted in the provided text. The company’s common stock trades on Nasdaq under DNTH, with a last reported sale price of $26.50 on September 5, 2025. The prospectus warns new investors will incur immediate dilution (amounts redacted) and describes cashless exercise mechanics and transfer and tax considerations for U.S. and Non-U.S. holders.

Venrock-related investors report a 1,000,000-share position in Dianthus Therapeutics (DNTH), representing 3.1% of the outstanding common stock. The disclosed holdings break down into 75,943 shares held by Venrock Healthcare Capital Partners III, 7,588 shares held by VHCP Co-Investment Holdings III, and 916,469 shares held by Venrock Healthcare Capital Partners EG. The reporting group states these shares were not acquired to influence or change control of the company. The percentage ownership is calculated using 32,159,982 shares outstanding as reported in the issuer's prior SEC filing.

Dianthus Therapeutics, Inc. Schedule 13G/A reports that Point72-related entities and Steven A. Cohen collectively have shared voting and dispositive power over 1,445,825 shares of Dianthus common stock, representing 4.5% of the class as of the close of business on June 30, 2025. The filing states the shares are held by an investment fund managed by Point72 Asset Management; Point72 Capital Advisors, Inc. is the general partner of Point72 Asset Management and Mr. Cohen controls both entities. Each reporting person reports 0 sole voting and 0 sole dispositive power, with all reported power listed as shared. The statement clarifies the filing should not be construed as admission of beneficial ownership for purposes of Section 13.