INHIBRx Biosciences filed an amendment to a Schedule 13G/A reporting shared beneficial ownership of 1,461,105 shares, equal to 9.99% of common stock. The filing states there were 14,607,286 shares outstanding as of April 7, 2026 and that the Reporting Persons assume exercise of Pre-Funded Warrants for 18,398 shares when calculating ownership. The Master Fund directly holds 1,442,707 shares and 732,157 pre-funded warrants exercisable at $0.0001 per share, subject to a Beneficial Ownership Limitation that caps aggregate exercises to not more than 9.99%. Perceptive Advisors is the investment manager and Joseph Edelman is the managing member; both are reported as beneficial owners by attribution.
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Insights
Schedules show a near-10% passive position with an ownership cap tied to pre-funded warrants.
The filing lists 1,461,105 shares of shared voting and dispositive power and states the ownership percentage is calculated on April 7, 2026 outstanding shares (14,607,286).
The Beneficial Ownership Limitation on the Pre-Funded Warrants restricts exercises so combined beneficial ownership does not exceed 9.99%, which is a standard contractual cap to avoid triggering certain reporting/ownership thresholds.
Perceptive and affiliates are presented as attributed holders rather than direct single-holder owners.
The Master Fund directly holds 1,442,707 shares and 732,157 pre-funded warrants exercisable at $0.0001 each; the Reporting Persons report shared control of 1,461,105 shares.
Cash-flow treatment and any planned trades are not disclosed; subsequent filings would show transactions if holders act within or beyond the Beneficial Ownership Limitation.
Key Figures
Shares outstanding:14,607,286 sharesShared beneficial ownership:1,461,105 sharesOwnership percentage:9.99%+3 more
6 metrics
Shares outstanding14,607,286 sharesas of April 7, 2026
Shared beneficial ownership1,461,105 sharesPerceptive Advisors / Joseph Edelman / Master Fund (reported)
Ownership percentage9.99%calculated on 14,607,286 shares outstanding
Master Fund direct shares1,442,707 sharesdirect holdings by Perceptive Life Sciences Master Fund, Ltd.
Pre-Funded Warrants held732,157 warrantsexercisable at $0.0001 per share
Warrants exercisable under cap18,398 sharesaggregate exercisable under Beneficial Ownership Limitation
"The Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own... more than 9.99%"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
Pre-Funded Warrantsfinancial
"the Master Fund directly holds 732,157 pre-funded warrants immediately exercisable for shares of Common Stock"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Schedule 13G/Aregulatory
"amendment to a Schedule 13G/A reporting beneficial ownership information"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does Perceptive report in INBX?
Perceptive reports shared beneficial ownership of 1,461,105 shares, representing 9.99% of Common Stock based on April 7, 2026 outstanding shares (14,607,286). The figure includes attribution through management and affiliated entities.
How many pre-funded warrants does the Master Fund hold?
The Master Fund holds 732,157 pre-funded warrants exercisable at $0.0001 per share. Exercisability is subject to the filing's Beneficial Ownership Limitation that caps aggregate ownership at 9.99%.
What is the Beneficial Ownership Limitation described in the filing?
The filing states a contractual Beneficial Ownership Limitation prevents exercising warrants if doing so would result in beneficial ownership exceeding 9.99% of outstanding Common Stock after exercise.
Does Perceptive directly hold INHIBRx common stock?
According to the filing, Perceptive Advisors and Joseph Edelman do not directly hold Common Stock; beneficial ownership is attributed via their management relationship with the Master Fund.
What outstanding share count is used to calculate the percentage?
The ownership percentages are calculated using 14,607,286 shares outstanding as of April 7, 2026, cited from the Issuer's proxy statement on Schedule 14A filed April 23, 2026.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
INHIBRX BIOSCIENCES, INC.
(Name of Issuer)
Common Stock, par value $0.0001
(Title of Class of Securities)
45720N103
(CUSIP Number)
03/31/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
45720N103
1
Names of Reporting Persons
Perceptive Advisors 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
1,461,105.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,461,105.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,461,105.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
45720N103
1
Names of Reporting Persons
Joseph Edelman
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
1,461,105.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,461,105.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,461,105.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP Number(s):
45720N103
1
Names of Reporting Persons
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
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
1,461,105.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,461,105.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,461,105.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
INHIBRX BIOSCIENCES, INC.
(b)
Address of issuer's principal executive offices:
11025 N. Torrey Pines Road, Suite 140, La Jolla, California, 92037
Item 2.
(a)
Name of person filing:
The names of the persons filing this report (collectively, the "Reporting Persons") with respect to shares of Common Stock, par value $0.0001 (the "Common Stock") of INHIBRX BIOSCIENCES, INC. (the "Issuer") are:
(i) Perceptive Advisors LLC ("Perceptive Advisors")
(ii) Joseph Edelman ("Mr. Edelman")
(iii) Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund")
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is:
51 Astor Place, 10th Floor, New York, NY 10003
(c)
Citizenship:
Perceptive Advisors is a Delaware limited liability company.
Mr. Edelman is a United States citizen.
The Master Fund is a Cayman Islands corporation.
(d)
Title of class of securities:
Common Stock, par value $0.0001
(e)
CUSIP No.:
45720N103
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:
The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Schedule 13G. The ownership percentages reported are based on 14,607,286 outstanding shares of Common Stock as of April 7, 2026, as reported in the Issuer's Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 23, 2026, and assumes the exercise of pre-funded warrants held by the Reporting Persons for 18,398 shares of Common Stock.
Neither Perceptive Advisors nor Mr. Edelman directly holds any Common Stock. The Master Fund directly holds 1,442,707 shares of Common Stock and 732,157 pre-funded warrants (the "Pre-Funded Warrants") immediately exercisable for shares of Common Stock at an exercise price of $0.0001 per share, subject to the Beneficial Ownership Limitation (as defined below). The terms of the Pre-Funded Warrants provide that the Pre-Funded Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) if the Securities Exchange Act of 1934, as amended, more than 9.99% of the shares of Common Stock then issued and outstanding after giving effect to such exercise (the "Beneficial Ownership Limitation"). As of the date hereof, the Beneficial Ownership Limitation permits the Reporting Persons to exercise Pre-Funded Warrants for an aggregate of not more than 18,398 shares of Common Stock. In providing the beneficial ownership information set forth herein, the Reporting Persons have assumed that the aggregate remaining Pre-Funded Warrants held by the Reporting Persons are not exercisable due to the Beneficial Ownership Limitation. Perceptive Advisors serves as the investment manager to the Master Fund and may be deemed to beneficially own such shares. Mr. Edelman is the managing member of Perceptive Advisors and may be deemed to beneficially own such shares.
(b)
Percent of class:
Perceptive Advisors: 9.99%
Mr. Edelman: 9.99%
Master Fund: 9.99%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Perceptive Advisors: 0
Mr. Edelman: 0
Master Fund: 0
(ii) Shared power to vote or to direct the vote:
Perceptive Advisors: 1,461,105
Mr. Edelman: 1,461,105
Master Fund: 1,461,105
(iii) Sole power to dispose or to direct the disposition of:
Perceptive Advisors: 0
Mr. Edelman: 0
Master Fund: 0
(iv) Shared power to dispose or to direct the disposition of:
Perceptive Advisors: 1,461,105
Mr. Edelman: 1,461,105
Master Fund: 1,461,105
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
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.
