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RA Capital trims Werewolf Therapeutics (HOWL) stake with 448,836-share sale

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Entities associated with RA Capital Management reported open-market sales of Werewolf Therapeutics common stock. RA Capital Healthcare Fund, L.P. and RA Capital Nexus Fund II, L.P. sold a combined 448,836 shares over June 12–16, 2026 at weighted average prices around $0.37–$0.40 per share.

After these transactions, one fund reported holdings of 331,414 shares and the other reported 4,657,664 shares, indicating they continue to hold a large position. The adviser and related parties disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider RA CAPITAL MANAGEMENT, L.P., RA Capital Healthcare Fund LP, Kolchinsky Peter, Shah Rajeev M.
Role null | null | null | null
Sold 448,836 shs ($174K)
Type Security Shares Price Value
Sale Common Stock 139,686 $0.37 $52K
Sale Common Stock 9,939 $0.37 $4K
Sale Common Stock 120,216 $0.39 $47K
Sale Common Stock 8,554 $0.39 $3K
Sale Common Stock 159,119 $0.40 $64K
Sale Common Stock 11,322 $0.40 $5K
Holdings After Transaction: Common Stock — 4,657,664 shares (Indirect, See footnotes)
Footnotes (1)
  1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3814 to $0.4129 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Held directly by RA Capital Healthcare Fund, L.P. (the "Fund"). RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, the Fund, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of the reported securities, except to the extent of their respective pecuniary interest therein. Held directly by Nexus Fund II. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3757 to $0.3955 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3584 to $0.3906 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Shares sold (total) 448,836 shares Net open-market sales across June 12–16, 2026
Price per share (June 16 sales) $0.37 per share Common stock open-market sales on June 16, 2026
Price per share (June 15 sales) $0.39 per share Common stock open-market sales on June 15, 2026
Price per share (June 12 sales) $0.40 per share Common stock open-market sales on June 12, 2026
Post-sale holdings (fund A) 331,414 shares Common stock held after June 16, 2026 transactions
Post-sale holdings (fund B) 4,657,664 shares Common stock held after June 16, 2026 transactions
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
pecuniary interest financial
"disclaim beneficial ownership of the reported securities, except to the extent of their respective pecuniary interest therein."
ten percent owner regulatory
"is_ten_percent_owner": 1"
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
indirect ownership financial
"ownership_type": "indirect""
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.
(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Werewolf Therapeutics, Inc. [ HOWL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/12/2026S159,119D$0.4(1)4,917,566ISee footnotes(2)(3)
Common Stock06/12/2026S11,322D$0.4(1)349,907ISee footnotes(3)(4)
Common Stock06/15/2026S120,216D$0.39(5)4,797,350ISee footnotes(2)(3)
Common Stock06/15/2026S8,554D$0.39(5)341,353ISee footnotes(3)(4)
Common Stock06/16/2026S139,686D$0.37(6)4,657,664ISee footnotes(2)(3)
Common Stock06/16/2026S9,939D$0.37(6)331,414ISee footnotes(3)(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
RA CAPITAL MANAGEMENT, L.P.
(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
RA Capital Healthcare Fund LP
(Last)(First)(Middle)
200 BERKELEY STREET, 18TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Kolchinsky Peter
(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Shah Rajeev M.
(Last)(First)(Middle)
C/O RA CAPITAL MANAGEMENT, L.P.
200 BERKELEY STREET, 18TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3814 to $0.4129 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. Held directly by RA Capital Healthcare Fund, L.P. (the "Fund").
3. RA Capital Management, L.P. (the "Adviser") is the investment manager for the Fund and RA Capital Nexus Fund II, L.P. (the "Nexus Fund II"). The general partner of the Adviser is RA Capital Management GP, LLC (the "Adviser GP"), of which Dr. Peter Kolchinsky and Mr. Rajeev Shah are the managing members. The Adviser, the Adviser GP, the Fund, Dr. Kolchinsky and Mr. Shah disclaim beneficial ownership of the reported securities, except to the extent of their respective pecuniary interest therein.
4. Held directly by Nexus Fund II.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3757 to $0.3955 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.3584 to $0.3906 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
/s/ Peter Kolchinsky, Manager of RA Capital Management, L.P.06/16/2026
/s/ Peter Kolchinsky, Manager of RA Capital Healthcare Fund GP, LLC, the General Partner of RA Capital Healthcare Fund, L.P.06/16/2026
/s/ Peter Kolchinsky, individually06/16/2026
/s/ Rajeev Shah, individually06/16/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did Werewolf Therapeutics (HOWL) disclose for RA Capital?

Werewolf Therapeutics disclosed that funds associated with RA Capital sold 448,836 common shares in open-market transactions. The sales occurred between June 12 and June 16, 2026, at weighted average prices around $0.37–$0.40 per share, while retaining multi-million share holdings.

How many Werewolf Therapeutics (HOWL) shares did RA Capital-linked funds sell?

Funds associated with RA Capital sold a total of 448,836 Werewolf Therapeutics common shares. These were executed across six open-market transactions over three trading days, according to the Form 4 transaction summary detailing cumulative net-sell activity for this reporting period.

At what prices were the Werewolf Therapeutics (HOWL) insider sales executed?

The reported sales were executed at weighted average prices near $0.37, $0.39, and $0.40 per share. Footnotes note that each price represents a weighted average of multiple trades within narrow ranges around those levels across the June 12–16, 2026 period.

Which entities executed the Werewolf Therapeutics (HOWL) share sales?

The shares were held and sold directly by RA Capital Healthcare Fund, L.P. and RA Capital Nexus Fund II, L.P. RA Capital Management, L.P. acts as investment manager, and related parties disclaim beneficial ownership beyond their respective pecuniary interests in these investment funds.

How many Werewolf Therapeutics (HOWL) shares do the RA Capital funds hold after the sales?

After the June 16, 2026 transactions, one RA Capital fund reported 331,414 shares and another reported 4,657,664 shares. These figures show that, despite recent sales, the funds continue to hold a substantial stake in Werewolf Therapeutics common stock.