Adage Capital Management, L.P. and related parties report beneficial ownership of Bright Minds Biosciences Inc. Common Shares. Through Adage Capital Partners, L.P., they beneficially own 335,000 Common Shares, representing 3.41% of the class, based on 9,812,061 shares outstanding as of May 15, 2026.
The reporting persons have shared voting and shared dispositive power over all 335,000 shares and no sole voting or dispositive power. Adage Capital Management, L.P. is the investment manager to Adage Capital Partners, L.P., while Robert Atchinson and Phillip Gross are managing members of affiliated general partner entities. The filing states that each reporting person disclaims admission of beneficial ownership of the securities beyond what is reported.
Positive
None.
Negative
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Key Figures
Shares beneficially owned:335,000 Common SharesPercent of class:3.41%Shares outstanding:9,812,061 Common Shares+2 more
5 metrics
Shares beneficially owned335,000 Common SharesBeneficially owned by the reporting persons through Adage Capital Partners, L.P.
Percent of class3.41%Percentage of Bright Minds Biosciences Common Shares outstanding
Shares outstanding9,812,061 Common SharesShares outstanding as of May 15, 2026, per company MD&A
Shared voting power335,000 sharesShares over which reporting persons share voting power
Shared dispositive power335,000 sharesShares over which reporting persons share dispositive power
"The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership"
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.
shared voting powerfinancial
"6 | Shared Voting Power 335,000.00"
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.
shared dispositive powerfinancial
"8 | Shared Dispositive Power 335,000.00"
foreign private issuerregulatory
"Report of Foreign Private Issuer on Form 6-K, filed with the"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
percent of classfinancial
"Percent of class: 3.41%"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
What percentage of Bright Minds Biosciences (DRUG) shares does Adage Capital report owning?
Adage Capital and related reporting persons report beneficial ownership of 3.41% of Bright Minds Biosciences Common Shares, based on 9,812,061 shares outstanding as of May 15, 2026, as disclosed in a Form 6-K reference.
How many Bright Minds Biosciences (DRUG) shares does Adage Capital beneficially own?
The reporting group beneficially owns 335,000 Bright Minds Biosciences Common Shares. These shares are held by Adage Capital Partners, L.P., with Adage Capital Management, L.P. as investment manager and shared voting and dispositive power among the reporting persons.
Do Adage Capital and its principals have sole or shared voting power over DRUG shares?
The reporting persons have 0 sole voting power and 335,000 shares of shared voting power. They also report 0 sole dispositive power and 335,000 shares of shared dispositive power over Bright Minds Biosciences Common Shares.
Who are the reporting persons in the Bright Minds Biosciences (DRUG) Schedule 13G/A filing?
The reporting persons are Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross. Adage Capital Partners, L.P. directly holds the DRUG shares, while the individuals are managing members of related general partner and advisory entities.
Where are Adage Capital and Bright Minds Biosciences (DRUG) based according to this filing?
Bright Minds Biosciences’ principal executive offices are at 400 N Aberdeen Street, Suite 900, Chicago, IL 60642. The reporting persons’ business address is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116, with Adage organized in Delaware.
Does Adage Capital report owning more or less than 5% of Bright Minds Biosciences (DRUG)?
Adage Capital and the other reporting persons state they own 5 percent or less of the Bright Minds Biosciences Common Shares. Their beneficial ownership is reported at 3.41% of the outstanding Common Shares.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Bright Minds Biosciences Inc.
(Name of Issuer)
Common Shares, no par value
(Title of Class of Securities)
10919W405
(CUSIP Number)
06/30/2026
(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):
10919W405
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
335,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
335,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
335,000.00
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)
3.41 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP Number(s):
10919W405
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
335,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
335,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
335,000.00
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)
3.41 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP Number(s):
10919W405
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
335,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
335,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
335,000.00
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)
3.41 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Bright Minds Biosciences Inc.
(b)
Address of issuer's principal executive offices:
400 N Aberdeen Street, Suite 900, Chicago, IL 60642
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 common shares, no par value ("Common Shares"), of Bright Minds Biosciences Inc., a corporation incorporated under the laws of the Province of British Columbia, Canada (the "Company"), 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 Common Shares 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 Common Shares 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.
(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:
Common Shares, no par value
(e)
CUSIP No.:
10919W405
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 9,812,061 Common Shares outstanding as of May 15, 2026, as reported in the Company's Management Discussion and Analysis attached as Exhibit 99.2 to the Report of Foreign Private Issuer on Form 6-K, filed with the Securities and Exchange Commission on May 20, 2026.
(b)
Percent of class:
3.41%
(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.
Ownership of 5 percent or less of a class
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