[SCHEDULE 13G/A] Immatics N.V. SEC Filing

Rhea-AI Filing Summary

This Schedule 13G/A reports that Suvretta Capital Management, LLC and Aaron Cowen each have shared beneficial ownership of 12,030,129 ordinary shares of Immatics N.V., representing 9.9% of the class. Averill Master Fund, Ltd. reports shared beneficial ownership of 10,623,778 shares, representing 8.7% of the class. The filing shows no sole voting or sole dispositive power for any reporting person; all listed voting and dispositive power is shared. The filing states the securities are directly owned by advisory clients of Suvretta, and the reporting persons disclaim beneficial ownership except to the extent of pecuniary interest.

Positive

• Material disclosure of large stakes: Suvretta/Aaron Cowen report 12,030,129 shares (9.9%) and Averill reports 10,623,778 shares (8.7%).
• Transparency on ownership source: The filing states the securities are directly owned by advisory clients of Suvretta.

Negative

• No sole voting or dispositive power: Each reporting person reports 0 sole voting power and 0 sole dispositive power.
• Disclaimer of beneficial ownership: Reporting persons expressly disclaim beneficial ownership except to the extent of pecuniary interest, complicating control interpretation.

Insights

Financial Analyst

TL;DR: Suvretta/Aaron Cowen and Averill disclose material passive stakes in Immatics, with shared voting/dispositive power but no sole control.

The filing discloses that Suvretta/Aaron Cowen hold 12,030,129 shares (9.9%) and Averill holds 10,623,778 shares (8.7%) of Immatics ordinary shares as shared beneficial ownership. All reported voting and dispositive authority is shared, and the securities are owned by Suvretta advisory clients, limiting interpretation of direct control. For investors, these positions are material holdings that warrant monitoring for future disclosures but do not, on their face, indicate sole control or an explicit change-in-control intent.

Corporate Governance Expert

TL;DR: Substantial disclosed holdings but explicit disclaimers and shared powers suggest passive ownership, not a control claim.

The schedule classifies reporting persons with roles including investment adviser and control person types and records 0 sole voting and 0 sole dispositive power across the filings, while showing significant shared voting and dispositive power. The signature disclaimer also disclaims beneficial ownership except for pecuniary interest. From a governance perspective, the positions are large enough to be influential yet the filing contains language and power allocations consistent with passive or advisory ownership rather than an asserted controlling position.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Immatics N.V.

(Name of Issuer)

ordinary shares, nominal value (euro)0.01 per share

(Title of Class of Securities)

N44445109

(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. N44445109

1

Names of Reporting Persons

Suvretta Capital 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 12,030,129.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 12,030,129.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,030,129.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. N44445109

1

Names of Reporting Persons

Averill Master Fund, Ltd.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 10,623,778.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 10,623,778.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,623,778.00

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)

8.7 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP No. N44445109

1

Names of Reporting Persons

Aaron Cowen

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 12,030,129.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 12,030,129.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

12,030,129.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Immatics N.V.
(b)	Address of issuer's principal executive offices: Paul Ehrlich-strasse 15, 72076 Tubingen, Federal Republic of Germany
Item 2.
(a)	Name of person filing: Suvretta Capital Management, LLC Averill Master Fund, Ltd. Aaron Cowen
(b)	Address or principal business office or, if none, residence: Suvretta Capital Management, LLC 540 Madison Avenue, 7th Floor New York, New York 10022 United States of America Averill Master Fund, Ltd. c/o Maples Corporate Services Limited P.O. Box 309 Ugland House Grand Cayman KY1-1104 Cayman Islands Aaron Cowen c/o Suvretta Capital Management, LLC 540 Madison Avenue, 7th Floor New York, New York 10022
(c)	Citizenship: Suvretta Capital Management, LLC - Delaware Averill Master Fund, Ltd. - Cayman Islands Aaron Cowen - United States
(d)	Title of class of securities: ordinary shares, nominal value (euro)0.01 per share
(e)	CUSIP No.: N44445109
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: Suvretta Capital Management, LLC - 12,030,129 Averill Master Fund, Ltd. - 10,623,778 Aaron Cowen - 12,030,129
(b)	Percent of class: Suvretta Capital Management, LLC - 9.9% Averill Master Fund, Ltd. - 8.7% Aaron Cowen - 9.9%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Suvretta Capital Management, LLC - 0 Averill Master Fund, Ltd. - 0 Aaron Cowen - 0
	(ii) Shared power to vote or to direct the vote: Suvretta Capital Management, LLC - 12,030,129 Averill Master Fund, Ltd. - 10,623,778 Aaron Cowen - 12,030,129
	(iii) Sole power to dispose or to direct the disposition of: Suvretta Capital Management, LLC - 0 Averill Master Fund, Ltd. - 0 Aaron Cowen - 0
	(iv) Shared power to dispose or to direct the disposition of: Suvretta Capital Management, LLC - 12,030,129 Averill Master Fund, Ltd. - 10,623,778 Aaron Cowen - 12,030,129
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. All of the securities reported in this Schedule 13G Amendment No. 2 are directly owned by advisory clients of Suvretta Capital Management, LLC. None of those advisory clients, other than Averill Master Fund, Ltd., may be deemed to beneficially own more than 5% of the ordinary shares, nominal value (euro)0.01 per share.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Please see Exhibit B attached hereto.
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.

Suvretta Capital Management, LLC

Signature:	/s/ Andrew Nathanson
Name/Title:	Andrew Nathanson/General Counsel and Chief Compliance Officer
Date:	08/13/2025

Averill Master Fund, Ltd.

Signature:	/s/ Andrew Nathanson
Name/Title:	Andrew Nathanson/Authorized Signatory
Date:	08/13/2025

Aaron Cowen

Signature:	/s/ Aaron Cowen
Name/Title:	Aaron Cowen
Date:	08/13/2025

Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.

Exhibit Information

[Exhibit A - Joint Filing Agreement] [Exhibit B - Control Person Identification]

FAQ

How many Immatics (IMTX) shares does Suvretta Capital Management report owning?

Suvretta Capital Management reports shared beneficial ownership of 12,030,129 shares, equal to 9.9% of the class.

What stake does Averill Master Fund, Ltd. report in Immatics (IMTX)?

Averill Master Fund, Ltd. reports shared beneficial ownership of 10,623,778 shares, equal to 8.7% of the class.

Do any reporting persons have sole voting or dispositive power over the reported IMTX shares?

No. The filing shows 0 sole voting power and 0 sole dispositive power for all reporting persons; all power is reported as shared.

Are the reported IMTX shares held directly or on behalf of others?

The filing states that the reported securities are directly owned by advisory clients of Suvretta Capital Management.

Do the reporting persons claim beneficial ownership of the IMTX shares?

The reporting persons include a disclaimer stating they disclaim beneficial ownership except to the extent of any pecuniary interest.