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
None.
Negative
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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.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
ENLIVEN THERAPEUTICS, INC.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
29337E102
(CUSIP Number)
06/30/2025
(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)
SCHEDULE 13G
CUSIP No.
29337E102
1
Names of Reporting Persons
Fairmount Funds 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
3,711,444.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,711,444.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,711,444.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
IA
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
CUSIP No.
29337E102
1
Names of Reporting Persons
Fairmount Healthcare Fund II L.P.
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
3,711,444.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,711,444.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,711,444.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
PN
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
CUSIP No.
29337E102
1
Names of Reporting Persons
Peter Harwin
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
3,711,444.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,711,444.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,711,444.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
HC, IN
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
CUSIP No.
29337E102
1
Names of Reporting Persons
Tomas Kiselak
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
SLOVAKIA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,711,444.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,711,444.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,711,444.00
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)
6.3 %
12
Type of Reporting Person (See Instructions)
HC, IN
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
Item 1.
(a)
Name of issuer:
ENLIVEN THERAPEUTICS, INC.
(b)
Address of issuer's principal executive offices:
6200 Lookout Road Boulder, CO, 80301
Item 2.
(a)
Name of person filing:
This Amendment No. 4 to Schedule 13G amends and restates the statements on Schedule 13G originally filed on April 27, 2023, Amendment No. 1 filed on February 14, 2024, Amendment No. 2 filed on November 14, 2024, and Amendment No. 3 filed on February 14, 2025.
This joint statement on Schedule 13G (this "Statement") is being filed by Fairmount Funds Management LLC ("Fairmount"), Fairmount Healthcare Fund II L.P. ("Fund II"), Peter Harwin, and Tomas Kiselak. Fairmount, Fund II, Mr. Harwin, and Mr. Kiselak are collectively referred to herein as the "Reporting Persons."
The Common Stock reported herein includes Common Stock beneficially owned directly by Fund II. Fairmount Healthcare Fund II GP LLC is the general partner of Fund II. The controlling persons of Fairmount are Mr. Harwin and Mr. Kiselak. Fairmount serves as investment adviser for Fund II and may be deemed a beneficial owner, for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"), of any securities of the Issuer held by Fund II. Fund II has delegated to Fairmount the sole power to vote and the sole power to dispose of all securities held in Fund II's portfolio, including the shares of the Issuer's Common Stock reported herein. Because Fund II has divested voting and investment power over the reported securities and cannot revoke such delegation on less than 61 days' notice, Fund II disclaims beneficial ownership of the securities for purposes of Section 13(d) of the Act and therefore disclaims any obligation to report ownership of the reported securities under Section 13(d) of the Act. As managing members of Fairmount, Mr. Harwin and Mr. Kiselak may be deemed beneficial owners, for purposes of Section 13(d) of the Act, of any securities of the Issuer beneficially owned by Fairmount. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of the securities reported in this Statement other than for the purpose of determining their obligations under Section 13(d) of the Act, and the filing of the Statement shall not be deemed an admission that any of Fairmount, Mr. Harwin, or Mr. Kiselak is the beneficial owner of such securities for any other purpose.
(b)
Address or principal business office or, if none, residence:
c/o Fairmount Funds Management LLC, 200 Barr Harbor Drive, Suite 400, West Conshohocken, PA 19428.
(c)
Citizenship:
Fairmount is a Delaware limited liability company. Fund II is a Delaware limited partnership. Mr. Harwin is a United States citizen. Mr. Kiselak is a Slovak Republic citizen.
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
29337E102
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 the response(s) to Item 9 on the attached cover page(s).
(b)
Percent of class:
See the response(s) to Item 11 on the attached cover page(s).
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See the response(s) to Item 5 on the attached cover page(s).
(ii) Shared power to vote or to direct the vote:
See the response(s) to Item 6 on the attached cover page(s).
(iii) Sole power to dispose or to direct the disposition of:
See the response(s) to Item 7 on the attached cover page(s).
(iv) Shared power to dispose or to direct the disposition of:
See the response(s) to Item 8 on the attached cover page(s).
Item 5.
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.
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.
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
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.