683 Capital Management, 683 Capital Partners and Ari Zweiman report beneficial ownership in Fractyl Health, Inc. As of March 31, 2026 the filing shows 6,727,235 shares plus 952,380 currently exercisable warrants attributable to the Reporting Persons, totaling 7,679,615 shares, or 4.81% of the company's common stock based on 158,648,963 shares outstanding per the issuer's Form 10-K.
The Schedule 13G/A notes shared voting and dispositive power for the reported shares and lists the Reporting Persons' principal address. The filing is an amended beneficial-ownership disclosure reflecting holdings as of the stated dates.
Positive
None.
Negative
None.
Insights
Large investor group reports a 4.81% stake including exercisable warrants.
The filing documents that 683 Capital Partners, LP beneficially owned 6,727,235 shares and holds 952,380 exercisable warrants as of March 31, 2026, producing a combined position of 7,679,615 shares. The percentage is calculated using 158,648,963 shares outstanding per the issuer's Form 10-K.
Cash-flow treatment and planned dispositions are not stated; subsequent transactions, exercises, or sales would be disclosed in later filings if they occur.
Shared voting/dispositive power is disclosed across the reporting entities and individual.
The cover data shows shared voting power and shared dispositive power of 7,679,615 shares attributed collectively to the Reporting Persons. The filing also references an Exhibit A previously filed on October 14, 2025 for group details.
Investors seeking changes in ownership or group composition should consult subsequent Section 13 filings for any material updates.
Key Figures
Total shares attributable:7,679,615 sharesPercent of class:4.81%Common shares beneficially owned:6,727,235 shares+2 more
5 metrics
Total shares attributable7,679,615 sharesAs of March 31, 2026 (reported in Schedule 13G/A)
Percent of class4.81%Calculated using 158,648,963 shares outstanding per Form 10-K
Common shares beneficially owned6,727,235 sharesOwned by 683 Capital Partners, LP as of March 31, 2026
Warrants currently exercisable952,380 warrantsExercisable warrants held by the Reporting Persons included in totals
Shares outstanding used in calc158,648,963 sharesPer the Issuer's Form 10-K filed March 24, 2026
"As of March 31, 2026, 683 Capital Partners, LP beneficially owned (i) 6,727,235 shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
exercisable warrantsfinancial
"warrants to purchase 952,380 shares of Common Stock which are currently exercisable"
Schedule 13G/Aregulatory
"FRACTYL HEALTH, INC. ... SCHEDULE 13G/A (Amendment No. 1)"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
FRACTYL HEALTH, INC.
(Name of Issuer)
Common Stock, $0.00001 par value per share
(Title of Class of Securities)
35168W103
(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):
35168W103
1
Names of Reporting Persons
683 Capital Management, LLC
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
7,679,615.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
7,679,615.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
7,679,615.00
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)
4.81 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
35168W103
1
Names of Reporting Persons
683 Capital Partners, 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
7,679,615.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
7,679,615.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
7,679,615.00
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)
4.81 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
35168W103
1
Names of Reporting Persons
Ari Zweiman
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
7,679,615.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
7,679,615.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
7,679,615.00
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)
4.81 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
FRACTYL HEALTH, INC.
(b)
Address of issuer's principal executive offices:
3 VAN DE GRAAFF DRIVE, SUITE 200, BURLINGTON, MASSACHUSETTS
01803
Item 2.
(a)
Name of person filing:
683 Capital Management, LLC
683 Capital Partners, LP
Ari Zweiman
Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons."
(b)
Address or principal business office or, if none, residence:
The principal business address for each of the Reporting Persons is 1700 Broadway, Suite 4200, New York, New York 10019.
(c)
Citizenship:
683 Capital Management, LLC - DELAWARE
683 Capital Partners, LP - DELAWARE
Ari Zweiman - UNITED STATES
(d)
Title of class of securities:
Common Stock, $0.00001 par value per share
(e)
CUSIP No.:
35168W103
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:
As of March 31, 2026, 683 Capital Partners, LP beneficially owned (i) 6,727,235 shares of Common Stock and (ii) warrants to purchase 952,380 shares of Common Stock which are currently exercisable.
683 Capital Management, LLC, as the investment manager of 683 Capital Partners, LP, may be deemed to have beneficially owned the (i) 6,727,235 shares of Common Stock and (ii) warrants to purchase 952,380 shares of Common Stock which are currently exercisable beneficially owned by 683 Capital Partners, LP.
Ari Zweiman, as the Managing Member of 683 Capital Management, LLC, may be deemed to have beneficially owned (i) 6,727,235 shares of Common Stock and (ii) warrants to purchase 952,380 shares of Common Stock which are currently exercisable beneficially owned by 683 Capital Management, LLC.
The following percentage is based on 158,648,963 shares of Common Stock outstanding per the Issuer's Form 10-K filed on March 24, 2026 plus 952,380 shares of Common Stock issuable upon exercise of currently exercisable warrants held by the Reporting Persons.
As of May 15, 2026, the Reporting Persons may be deemed to have beneficially owned 7,679,615 shares of Common Stock, constituting approximately 4.81% of the outstanding shares of Common Stock.
(b)
Percent of class:
4.81 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9.
(ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9.
(iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
(iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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.
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.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit A to Schedule 13G as filed on October 14, 2025.
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.
