Item 1 Comment:
Explanatory Note: This Amendment No. 6 to Schedule 13D ("Amendment No. 6") is being filed as an amendment to the initial statement on Schedule 13D relating to the common stock (the "Common Stock"), of Werewolf Therapeutics Inc. (the 'Issuer'), as filed with the Securities and Exchange Commission (the "SEC") on May 14, 2021 and as amended by Amendment No. 1 filed November 4, 2025, Amendment No. 2 filed November 17, 2025, Amendment No. 3 filed December 3, 2025, Amendment No. 4 filed December 29, 2025 and Amendment No. 5 filed January 16, 2026 (as amended, the "Original Schedule 13D"). This Schedule 13D/A is being filed by the Filing Persons to report the open market sales of the Issuer's Common Stock by certain Filing Persons.
Items 5 and 7 of the Original Schedule 13D are hereby amended and supplemented to the extent hereinafter expressly set forth and, except as amended and supplemented hereby, the Original Schedule 13D remains in full force and effect. All capitalized terms used in this Amendment No. 6 but not defined herein shall have the meanings ascribed thereto in the Original Schedule 13D.
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| (a) | See rows (11) and (13) of the Filing Persons Owner Profile of this Amendment No. 6 for the aggregate number of Common Stock and percentages of the shares of Common Stock beneficially owned by the Filing Person.
The Common Stock is held as follows:
* 1,131,359 shares are held directly by BV 2014;
* 75,458 shares are held directly by BV 2014(B);
* 38,939 shares are held directly by AM BV2014 LLC;
* 247,526 shares are held directly by MPM OIF;
* 179,188 shares by AM LLC; and
* 936,031 shares are held directly by UBS Oncology.
BV 2014 GP and BV 2014 LLC are the direct and indirect general partners of BV 2014 and BV 2014(B) and, accordingly, may be deemed to beneficially own the shares held by BV 2014 and BV 2014(B).
BV 2014 LLC is the managing member of AM BV2014 LLC and, accordingly, may be deemed to beneficially own the shares held by AM BV2014 LLC.
MPM OIF GP is the general Partner of MPM OIF and, accordingly, may be deemed to beneficially own the shares held by MPM OIF.
BioImpact and Oncology Cayman are the direct and indirect general partners of UBS Oncology and, accordingly, may be deemed to beneficially own the shares held by UBS Oncology.
Drs. Gadicke and Evnin and Mr. Foley are the managing directors of BV 2014 LLC and, accordingly, may be deemed to beneficially own the shares held by BV 2014, BV 2014(B) and AM BV2014 LLC.
Drs. Gadicke and Evnin are the members of AM LLC and managers of MPM OIF GP and, accordingly, may be deemed to beneficially own the shares held by AM LLC and MPM OIF.
Dr. Gadicke is the managing partner of BioImpact and, accordingly may be deemed to beneficially own the shares held by UBS Oncology.
Calculation of the percentage of the shares of Common Stock beneficially owned is based upon 48,596,817 shares of Common Stock outstanding as of March 20, 2026, as reported in the Issuer's Form 10-K filed with the SEC on March 27, 2026.
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| (c) | The Reporting Persons sold the following Common Stock in the open market in the last 60 days:
Date of Price Range Ave. Price Sold by Sold by Sold By Sold by Sold by Sold by
Sale BV 2014 BV AM BV2014 MPM OIF AM LLC UBS
2014(B) LLC Oncology
04/27/26 $0.818-$0.8788 $0.85 36,488 2,434 1,256 7,983 5,779 30,188
04/28/26 $0.673-$0.82 $0.73 64,541 4,305 2,222 14,121 10,223 53,400
04/29/26 $0.68-$0.75 $0.69 38,259 2,552 1,317 8,371 6,060 31,654
04/30/26 $0.688-$0.7458 $0.72 113,821 7,592 3,918 24,903 18,028 94,172
05/01/26 $0.7011-$0.74 $0.73 39,501 2,635 1,360 8,642 6,256 32,682
05/04/26 $0.69-$0.7497 $0.72 32,455 2,164 1,117 7,098 5,139 26,843
05/05/26 $0.6616-$0.7253 $0.69 4,640 310 160 1,015 735 3,840
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