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Amendment: Fairmount Discloses 6.3% Stake in Enliven Therapeutics

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Fairmount Funds Management LLC and related parties report a 6.3% stake in Enliven Therapeutics, Inc. This Amendment No. 4 updates prior Schedule 13G filings and shows 3,711,444 shares of the issuer's common stock are reported as beneficially owned on a shared basis by Fairmount Funds Management LLC, Fairmount Healthcare Fund II L.P., and two managing members, Peter Harwin and Tomas Kiselak. The percentage is calculated using 58,959,717 shares outstanding as of June 16, 2025.

The filing clarifies that Fund II directly owns the reported shares but has delegated sole voting and dispositive power to Fairmount; Fund II disclaims beneficial ownership for Section 13(d) purposes because the delegation cannot be revoked on less than 61 days' notice. Signatures and a joint filing agreement dated August 14, 2025, accompany the amendment.

Positive

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Insights

TL;DR: A disclosed 6.3% stake by an investment adviser and its fund signals a material passive holding requiring monitoring but not an immediate control change.

Fairmount and affiliated parties report shared beneficial ownership of 3,711,444 shares (6.3% of outstanding stock as of June 16, 2025). The filing is an amendment to prior Schedule 13G statements and documents that voting and dispositive authority over Fund II's shares are delegated to Fairmount. For investors, a >5% passive disclosure is material because it can influence liquidity and may presage further activity, but the filing explicitly disclaims an intent to change control. The calculation basis (58,959,717 shares) is provided, enabling straightforward verification of the reported percentage.

TL;DR: The amendment clarifies ownership structure and delegation of voting/dispositive power, important for governance transparency.

The statement confirms that Fund II directly holds the shares while delegating sole voting and dispositive powers to Fairmount, and that managing members Harwin and Kiselak may be deemed beneficial owners for Section 13(d) purposes. The filing includes a joint filing agreement and signatures, strengthening disclosure completeness. The explicit disclaimer by Fund II regarding revocability of delegation (61 days) and the limited-purpose disclaimers by Fairmount and the individuals are governance-relevant details investors and the board should note.






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)






SCHEDULE 13G




Comment for Type of Reporting Person: The shares reported herein for the Reporting Person represent 3,711,444 shares of the Issuer's Common Stock held by Fairmount Healthcare Fund II LP ("Fund II"). The percentage calculation is based upon 58,959,717 shares of the Issuer's Common Stock outstanding as of June 16, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: The shares reported herein for the Reporting Person represent 3,711,444 directly owned shares of the Issuer's Common Stock. The percentage calculation is based upon 58,959,717 shares of the Issuer's Common Stock outstanding as of June 16, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: The shares reported herein for the Reporting Person represent 3,711,444 shares of the Issuer's Common Stock held by Fund II. The percentage calculation is based upon 58,959,717 shares of the Issuer's Common Stock outstanding as of June 16, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: The shares reported herein for the Reporting Person represent 3,711,444 shares of the Issuer's Common Stock held by Fund II. The percentage calculation is based upon 58,959,717 shares of the Issuer's Common Stock outstanding as of June 16, 2025.


SCHEDULE 13G



Fairmount Funds Management LLC
Signature:/s/ Peter Harwin
Name/Title:Peter Harwin, Managing Member
Date:08/14/2025
Signature:/s/ Tomas Kiselak
Name/Title:Tomas Kiselak, Managing Member
Date:08/14/2025
Fairmount Healthcare Fund II L.P.
Signature:/s/ Peter Harwin
Name/Title:Peter Harwin, Managing Member
Date:08/14/2025
Signature:/s/ Tomas Kiselak
Name/Title:Tomas Kiselak, Managing Member
Date:08/14/2025
Peter Harwin
Signature:/s/ Peter Harwin
Name/Title:Peter Harwin
Date:08/14/2025
Tomas Kiselak
Signature:/s/ Tomas Kiselak
Name/Title:Tomas Kiselak
Date:08/14/2025
Exhibit Information

Exhibit A Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned and each other person executing this joint filing agreement (this "Agreement") agree as follows: (i) The undersigned and each other person executing this Agreement are individually eligible to use the Schedule 13G to which this Exhibit is attached and such Schedule 13G is filed on behalf of the undersigned and each other person executing this Agreement; and (ii) The undersigned and each other person executing this Agreement are responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of the undersigned or any other person executing this Agreement is responsible for the completeness or accuracy of the information statement concerning any other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same instrument. Dated: August 14, 2025 FAIRMOUNT FUNDS MANAGEMENT LLC By: /s/ Peter Harwin /s/Tomas Kiselak Name: Peter Harwin Tomas Kiselak Title: Managing Member Managing Member FAIRMOUNT HEALTHCARE FUND II L.P. By: Fairmount Healthcare Fund II GP LLC By: /s/ Peter Harwin /s/Tomas Kiselak Name: Peter Harwin Tomas Kiselak Title: Member Member PETER HARWIN By: /s/ Peter Harwin TOMAS KISELAK By: /s/Tomas Kiselak

FAQ

How many Enliven Therapeutics shares does Fairmount report owning?

The filing reports 3,711,444 shares of Enliven Therapeutics common stock as beneficially owned (shared basis).

What percentage of Enliven Therapeutics does the reported holding represent?

The reported amount represents 6.3% of the company's common stock, based on 58,959,717 shares outstanding as of June 16, 2025.

Who are the reporting persons named in the Schedule 13G amendment?

The reporting persons are Fairmount Funds Management LLC, Fairmount Healthcare Fund II L.P., Peter Harwin, and Tomas Kiselak.

Does Fund II retain voting power over the reported shares?

No; Fund II delegated sole voting and dispositive power over the shares to Fairmount and disclaims beneficial ownership for Section 13(d) purposes due to that delegation.

When was this amendment signed and filed?

The joint filing agreement and signatures in the amendment are dated August 14, 2025.
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