Perceptive reports 7.6% Immatics stake, 11.4M shares

Rhea-AI Filing Summary

Immatics N.V. (IMTX) has a Schedule 13D/A filing reporting that Perceptive Advisors LLC, Perceptive Life Sciences Master Fund, Ltd. and Joseph Edelman together beneficially own 11,418,016 Ordinary Shares, representing 7.6% of the outstanding class, based on 149,635,893 Ordinary Shares outstanding.

The Master Fund acquired 863,060 Ordinary Shares on August 26, 2026 at $8.69 per share in an underwritten offering. Adam Stone, Chief Investment Officer of Perceptive Advisors, holds stock options for 219,500 Ordinary Shares, of which 171,500 are currently exercisable or exercisable within 60 days, and Perceptive Advisors is entitled to receive his director compensation via a management fee offset.

Filing Explained

This Schedule 13D/A records Perceptive’s 11,418,016 shares as jointly held voting and dispositive power, with the 863,060-share purchase on August 26, 2026 funded by the Master Fund’s working capital.

Key Figures

Beneficial ownership: 11,418,016 Ordinary Shares Ownership percentage: 7.6% Ordinary Shares outstanding: 149,635,893 Ordinary Shares +4 more

7 metrics

Beneficial ownership 11,418,016 Ordinary Shares Aggregate amount beneficially owned by each reporting person (Row 11)

Ownership percentage 7.6% Percent of class represented by amount in Row 11

Ordinary Shares outstanding 149,635,893 Ordinary Shares Outstanding shares as reported in August 25, 2026 Rule 424(b)(2) prospectus

Recent purchase quantity 863,060 Ordinary Shares Shares purchased by the Master Fund on August 26, 2026

Recent purchase price $8.69 per share Price paid in the issuer's underwritten offering on August 26, 2026

Total stock options held by Adam Stone 219,500 Ordinary Shares Options issued in connection with board service

Exercisable stock options (60 days) 171,500 Ordinary Shares Currently exercisable or exercisable within 60 days

Key Terms

beneficially owned, dispositive power, underwritten offering, working capital, +1 more

5 terms

beneficially owned financial

"The information set forth in rows 11 and 13 of the cover pages ..."

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.

dispositive power financial

"Sole Dispositive Power 0.00 10 | Shared Dispositive Power 11,418,016.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

underwritten offering financial

"the Master Fund purchased 863,060 Ordinary Shares ... in the Issuer's underwritten offering"

An underwritten offering is when a bank or group of banks agrees to buy all of a company's new shares or bonds and then resell them to outside investors, guaranteeing the company will raise a specific amount of money. It matters to investors because it adds certainty that the funding will close while increasing the number of shares or debt in the market, which can lower the price per share and change each existing owner's ownership percentage—think of a wholesaler buying an entire shipment from a maker before it reaches stores.

working capital financial

"were acquired with working capital of Perceptive Life Sciences Master Fund, Ltd."

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13G ..."

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Immatics N.V. (IMTX) shares are reported as beneficially owned in this Schedule 13D/A?

The reporting persons state they beneficially own 11,418,016 Ordinary Shares of Immatics N.V., as shown in Row 11 of each cover page, representing a significant minority position in the company.

What percentage of Immatics N.V. (IMTX) does Perceptive reportedly own?

The filing reports that the 11,418,016 beneficially owned Ordinary Shares represent 7.6% of the class, as shown in Row 13 of the cover pages, based on 149,635,893 Ordinary Shares outstanding.

What recent transaction involving IMTX shares is disclosed in this Schedule 13D/A?

On August 26, 2026, Perceptive Life Sciences Master Fund, Ltd. purchased 863,060 Ordinary Shares of Immatics N.V. at a price of $8.69 per share in the issuer’s underwritten offering.

What share count does the 7.6% IMTX ownership percentage rely on?

The 7.6% figure is based on 149,635,893 Ordinary Shares outstanding, as reported by Immatics N.V. in a Rule 424(b)(2) prospectus filed on August 25, 2026, and assumes the exercise of certain vested stock options issued to Adam Stone.

What IMTX-related stock options are held by Adam Stone?

Adam Stone holds stock options for 219,500 Ordinary Shares of Immatics N.V., of which 171,500 are currently exercisable or exercisable within 60 days, according to the ownership discussion in Item 5(b).

How are Adam Stone’s IMTX board compensation and Perceptive Advisors related?

Perceptive Advisors has the right to receive the director compensation provided in respect of Adam Stone’s board service at Immatics N.V. through a partial management fee offset, as described in Item 5(b).

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/27/2026 - 04:00 PM EDT Accepted by SEC EDGAR 08/27/2026 - 04:00 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Immatics N.V.

(Name of Issuer)

Ordinary Shares, nominal value EUR 0.01 per share

(Title of Class of Securities)

N44445109

(CUSIP Number)

Alexander Rakitin
51 Astor Pl, 10th FL,
New York, NY, 10003
(646) 205-5340

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/26/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): N44445109

1

Name of reporting person

Perceptive Advisors LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,418,016.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,418,016.00

11

Aggregate amount beneficially owned by each reporting person

11,418,016.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.6 %

14

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13D

CUSIP Number(s): N44445109

1

Name of reporting person

Perceptive Life Sciences Master Fund, Ltd.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,418,016.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,418,016.00

11

Aggregate amount beneficially owned by each reporting person

11,418,016.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.6 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): N44445109

1

Name of reporting person

Joseph Edelman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,418,016.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,418,016.00

11

Aggregate amount beneficially owned by each reporting person

11,418,016.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.6 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, nominal value EUR 0.01 per share
(b)	Name of Issuer: Immatics N.V.
(c)	Address of Issuer's Principal Executive Offices: PAUL EHRLICH-STRASSE 15, TUBINGEN, GERMANY , 72076.
Item 3.	Source and Amount of Funds or Other Consideration
	The shares of Ordinary Shares set forth below in Item 5(c) of this Amendment No. 2 to Schedule 13D were acquired with working capital of Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund").
Item 4.	Purpose of Transaction
	The information set forth in Item 6 below in this Amendment No. 2 to Schedule 13D is incorporated by reference.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth in rows 11 and 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentages set forth in row 13 are based on 149,635,893 Ordinary Shares outstanding, as reported by the Issuer in its prospectus filed pursuant to Rule 424(b)(2) with the Securities and Exchange Commission on August 25, 2026, and assumes the exercise of vested stock options issued to Adam Stone in connection with his service on the Issuer's board of directors.
(b)	The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D is incorporated by reference. Adam Stone, the Chief Investment Officer of Perceptive Advisors LLC ("Perceptive Advisor"), holds stock options for a total of 219,500 Ordinary Shares, of which 171,500 are currently exercisable, or exercisable within 60 days. Perceptive Advisors has the right to receive the director compensation provided in respect of Mr. Stone's board service through a partial management fee offset.
(c)	The information set forth in Item 6 of this Amendment No. 2 is incorporated by reference to this Item 5(c). On August 26, 2026, the Master Fund purchased 863,060 Ordinary Shares at a price per share of $8.69 in the Issuer's underwritten offering. Except as described herein, none of the Reporting Persons has effected any transaction in the Ordinary Shares in the past 60 days.

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.

Perceptive Advisors LLC

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	08/27/2026

Perceptive Life Sciences Master Fund, Ltd.

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	08/27/2026

Joseph Edelman

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman
Date:	08/27/2026