Commodore reports 16.05M-share position in Editas Medicine (EDIT) under 9.99% cap

Rhea-AI Filing Summary

Editas Medicine reports a joint Schedule 13G showing Commodore Capital entities and two managing partners may be deemed to beneficially own 16,045,802 shares of common stock, comprising 8,889,000 shares plus rights to 7,156,802 shares underlying common warrants. The filing states ownership percentages are based on 153,461,838 shares outstanding as of May 21, 2026 and that a Beneficial Ownership Limitation of 9.99% applies. The report names Commodore Capital LP, Commodore Capital Master LP, Robert Egen Atkinson, and Michael Kramarz as filers and notes shared voting and dispositive power over the disclosed securities.

Insights

Institutional Ownership Analyst

Large passive stake disclosed with a 9.99% cap on exercisable warrants.

The filing attributes 16,045,802 shares to the Commodore group, split between 8,889,000 shares and 7,156,802 warrant-linked shares. The ownership percentage uses May 21, 2026 outstanding shares as its base.

Actual voting and disposition are listed as shared for the disclosed amount; the Beneficial Ownership Limitation of 9.99% constrains potential exercise-based accumulation.

Securities Counsel

Filing is a routine Schedule 13G joint report reflecting beneficial ownership and related disclosures.

The report identifies the Filers, addresses, and the Firm's role as investment manager to the master fund, and discloses shared voting/dispositive powers for the stated shares. It cites a Rule 424(b)(5) Prospectus Supplement as the source for the outstanding share count.

Disclosure preserves the 9.99% Beneficial Ownership Limitation language; subsequent filings would be required if the group surpasses passive‑holder thresholds or changes intent.

Key Figures

Beneficially owned shares: 16,045,802 shares Common shares included: 8,889,000 shares Warrant-linked shares: 7,156,802 shares +3 more

6 metrics

Beneficially owned shares 16,045,802 shares aggregate beneficial ownership reported as of <date>May 26, 2026</date>

Common shares included 8,889,000 shares direct common stock component of the aggregate position

Warrant-linked shares 7,156,802 shares shares issuable upon exercise of common warrants (subject to 9.99% cap)

Beneficial Ownership Limitation 9.99% limitation applicable to exercises of the Common Warrants

Shares outstanding base 153,461,838 shares shares reported issued and outstanding as of <date>May 21, 2026</date>

Excluded warrant shares 1,732,198 shares shares underlying warrants excluded from the aggregate count per the filing

Key Terms

Beneficial Ownership Limitation, Common Warrants, Rule 424(b)(5) Prospectus Supplement, Schedule 13G

4 terms

Beneficial Ownership Limitation regulatory

"subject to a beneficial ownership limitation of 9.99% (the "Beneficial Ownership Limitation")"

A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.

Common Warrants financial

"7,156,802 shares of Common Stock of accompanying warrants to purchase shares of Common Stock"

A common warrant is a tradable instrument that gives its holder the right to buy a company’s common shares at a fixed price within a set time period, similar to a coupon that can be redeemed later to purchase stock. Investors care because exercising warrants can boost potential gains if the stock rises, but it can also dilute existing shareholders by increasing the number of shares outstanding, which can lower per-share value.

Rule 424(b)(5) Prospectus Supplement regulatory

"reported as issued and outstanding on May 21, 2026, in the Issuer's Rule 424(b)(5) Prospectus Supplement"

Schedule 13G regulatory

"This report on is being filed by Commodore Capital LP... (Schedule 13G cover context)"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Editas Medicine, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

28106W103

(CUSIP Number)

05/26/2026

(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): 28106W103

1

Names of Reporting Persons

Commodore Capital LP

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 16,045,802.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,045,802.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,045,802.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP Number(s): 28106W103

1

Names of Reporting Persons

Commodore Capital Master LP

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 16,045,802.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,045,802.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,045,802.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP Number(s): 28106W103

1

Names of Reporting Persons

Robert Egen Atkinson

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 16,045,802.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,045,802.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,045,802.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP Number(s): 28106W103

1

Names of Reporting Persons

Michael Kramarz

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 16,045,802.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,045,802.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,045,802.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Editas Medicine, Inc.
(b)	Address of issuer's principal executive offices: 11 Hurley Street, Cambridge, MASSACHUSETTS, 02141.
Item 2.
(a)	Name of person filing: Commodore Capital LP Commodore Capital Master LP Robert Egen Atkinson Michael Kramarz Each a "Filer."
(b)	Address or principal business office or, if none, residence: The address for Commodore Capital LP, Robert Egen Atkinson, and Michael Kramarz is 444 Madison Avenue, Floor 35, New York, NY 10022. The address for Commodore Capital Master LP is c/o Maples Corporate Services Limited, Ugland House, South Church Street, PO Box 309, Grand Cayman KY1-1104, Cayman Islands.
(c)	Citizenship: See Item 4 of the cover page for each Filer.
(d)	Title of class of securities: Common Stock, $0.0001 par value per share
(e)	CUSIP Number(s): 28106W103
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: See Item 9 of the cover page for each Filer. This report on Schedule 13G is being filed by Commodore Capital LP (the "Firm"), Commodore Capital Master LP ("Commodore Master"), Michael Kramarz, and Robert Egen Atkinson. The Firm is the investment manager to Commodore Master. As of May 26, 2026, the Firm may be deemed to beneficially own an aggregate of 16,045,802 shares of Common Stock, $0.0001 par value per share (the "Common Stock"), consisting of (i) 8,889,000 shares of the Common Stock and (ii) 7,156,802 shares of Common Stock of accompanying warrants to purchase shares of Common Stock (or pre-funded warrants to purchase shares of Common Stock in lieu thereof) (the "Common Warrants") of Editas Medicine, Inc. (the "Issuer"), which are subject to a beneficial ownership limitation of 9.99% (the "Beneficial Ownership Limitation"). The foregoing excludes 1,732,198 shares of Common Stock underlying the Common Warrants, which are subject to the Beneficial Ownership Limitation. The Firm, as the investment manager to Commodore Master, may be deemed to beneficially own these securities. Michael Kramarz and Robert Egen Atkinson are the managing partners of the Firm and exercise investment discretion with respect to these securities. Ownership percentages are based on 153,461,838 shares of Common Stock reported as issued and outstanding on May 21, 2026, in the Issuer's Rule 424(b)(5) Prospectus Supplement filed with the Securities and Exchange Commission on May 26, 2026, plus 7,156,802 shares of Common Stock which the Filers may acquire upon the exercise of the Common Warrants, subject to the Beneficial Ownership Limitation.
(b)	Percent of class: See Item 11 of the cover page for each Filer.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Item 5 of the cover page for each Filer.
	(ii) Shared power to vote or to direct the vote: See Item 6 of the cover page for each Filer.
	(iii) Sole power to dispose or to direct the disposition of: See Item 7 of the cover page for each Filer.
	(iv) Shared power to dispose or to direct the disposition of: See Item 8 of the cover page for each Filer.
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.
	Not Applicable
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 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.

Commodore Capital LP

Signature:	Michael Kramarz
Name/Title:	Managing Partner
Date:	06/02/2026

Commodore Capital Master LP

Signature:	Michael Kramarz
Name/Title:	Authorized Signatory
Date:	06/02/2026

Robert Egen Atkinson

Signature:	Robert Egen Atkinson
Name/Title:	Authorized Signatory
Date:	06/02/2026

Michael Kramarz

Signature:	Michael Kramarz
Name/Title:	Authorized Signatory
Date:	06/02/2026

Exhibit Information

Exhibit 1: Joint Filing Agreement

FAQ

What stake does Commodore report in Editas Medicine (EDIT)?

Commodore reports beneficial ownership of 16,045,802 shares including 8,889,000 common shares and 7,156,802 warrant-linked shares, using the May 21, 2026 outstanding share base.

How is the 9.99% Beneficial Ownership Limitation applied in the filing for EDIT?

The filing states a Beneficial Ownership Limitation of 9.99% limits the shares the Filers may acquire upon exercise of warrants; the limitation is quoted verbatim in the disclosure.

Which entities and individuals filed the Schedule 13G for EDIT?

The filers are Commodore Capital LP, Commodore Capital Master LP, and managing partners Michael Kramarz and Robert Egen Atkinson, with addresses shown in the filing.

What share count did the Schedule 13G use to calculate percentages for EDIT?

Percentages are based on 153,461,838 shares outstanding as of May 21, 2026, cited from the Issuer's Rule 424(b)(5) Prospectus Supplement referenced in the filing.