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NEA funds disclose 4.9% Inventiva (IVA) ownership in Schedule 13D/A

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

Rhea-AI Filing Summary

New Enterprise Associates–affiliated funds report beneficial ownership of 9,372,390 Inventiva S.A. ordinary shares, equal to 4.9% of the class. This Amendment No. 4 to Schedule 13D is being filed because the reporting group fell below the 5% reporting threshold after an increase in Inventiva’s outstanding shares.

NEA 17 holds 6,684,064 ordinary shares plus 1,021,660 Exercisable Shares from T1 BSAs, T1bis BSAs and Pre-Funded Warrants, while GEO holds 1,666,666 ordinary shares and may be deemed to share in the same Exercisable Shares. The group states it acquired the position for investment purposes, reports no transactions in the last 60 days, and disclaims beneficial ownership beyond shares held of record.

Positive

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Beneficial ownership 9,372,390 ordinary shares Aggregate beneficially owned by each reporting person
Ownership percentage 4.9% Percent of Inventiva ordinary shares class represented
NEA 17 record shares 6,684,064 ordinary shares Held of record by NEA 17
Exercisable Shares 1,021,660 shares Underlying T1 BSAs, T1bis BSAs and Pre-Funded Warrants
GEO record shares 1,666,666 ordinary shares Held of record by GEO
Issuer shares outstanding 186,801,792 ordinary shares Outstanding as of December 31, 2025, per Form 6-K
5% threshold exit date November 17, 2025 Date reporting persons ceased to own at least five percent
Exercisable Shares financial
"may be deemed to beneficially own 1,021,660 Ordinary Shares underlying the T1 BSAs, T1bis BSAs and the Pre-Funded Warrants, taking into account their respective Beneficial Ownership Limitations (the "Exercisable Shares""
Pre-Funded Warrants financial
"Ordinary Shares underlying the T1 BSAs, T1bis BSAs and the Pre-Funded Warrants, taking into account their respective Beneficial Ownership Limitations"
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.
Beneficial Ownership Limitations regulatory
"Ordinary Shares underlying the T1 BSAs, T1bis BSAs and the Pre-Funded Warrants, taking into account their respective Beneficial Ownership Limitations"
Beneficial ownership limitations are rules or contractual caps that restrict how much of a company’s stock an individual or entity can be treated as owning or controlling for legal, regulatory or corporate-governance purposes. They matter to investors because such limits affect voting power, reporting obligations, takeover risk and the ability to increase a stake — like an elevator weight limit or a lane divider that prevents any one car from taking over the whole road.
American Depositary Shares financial
"Ordinary Shares, including Ordinary Shares represented by American Depositary Shares ("ADS"), with each ADS representing one Ordinary Share"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
Schedule 13D regulatory
"This Amendment No. 4 ("Amendment No. 4") to amends and supplements the originally filed on July 21, 2020 (the ""), Amendment No. 1 thereto"
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.
Ordinary Shares financial
"Title of Class of Securities: Ordinary Shares, (euro)0.01 par value per share"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.





46124U107

(CUSIP Number)
Stephanie Brecher
New Enterprise Associates, 1954 Greenspring Drive, Suite 600
Timonium, MD, 21093
(410)842-4000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
03/30/2026

(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).




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SCHEDULE 13D


New Enterprise Associates 17, L.P.
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
NEA Partners 17, L.P.
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
NEA 17 GP, LLC
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Growth Equity Opportunities 18 VGE, LLC
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
NEA 18 Venture Growth Equity, L.P.
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
NEA Partners 18 VGE, L.P.
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
NEA 18 VGE GP, LLC
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr., Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi, Managing Partner and Co-Chief Executive Officer
Date:04/01/2026
Forest Baskett
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Forest Baskett
Date:04/01/2026
Ali Behbahani
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Ali Behbahani
Date:04/01/2026
Carmen Chang
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Carmen Chang
Date:04/01/2026
Anthony A. Florence, Jr.
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Anthony A. Florence, Jr.
Date:04/01/2026
Mohamad H. Makhzoumi
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Mohamad H. Makhzoumi
Date:04/01/2026
Edward T. Mathers
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Edward T. Mathers
Date:04/01/2026
Scott D. Sandell
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Scott D. Sandell
Date:04/01/2026
Paul Walker
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Paul Walker
Date:04/01/2026
Rick Yang
Signature:/s/ Zachary Bambach
Name/Title:Zachary Bambach as attorney-in-fact for Rick Yang
Date:04/01/2026
Comments accompanying signature:
This Amendment No. 4 to Schedule 13D was executed by Zachary Bambach on behalf of the individuals listed above pursuant to a Power of Attorney, a copy of which is attached as Exhibit 2.

FAQ

What stake in Inventiva S.A. does NEA report in this Schedule 13D/A?

The NEA reporting group discloses beneficial ownership of 9,372,390 ordinary shares of Inventiva S.A., representing 4.9% of the outstanding class. This figure includes certain Exercisable Shares linked to warrants and subscription rights.

Why did NEA file Amendment No. 4 to its Inventiva (IVA) Schedule 13D?

Amendment No. 4 is filed to reflect that the reporting persons exited five percent beneficial ownership status due to an increase in Inventiva’s outstanding ordinary shares, not because of recent share sales or purchases.

How many Inventiva shares are held by NEA 17 and GEO specifically?

NEA 17 is record owner of 6,684,064 ordinary shares and may beneficially own 1,021,660 Exercisable Shares. GEO holds 1,666,666 ordinary shares and may be deemed to beneficially own the same Exercisable Shares through its structure.

Did NEA report any recent trading activity in Inventiva S.A. shares?

The reporting persons state that no transactions in Inventiva securities were effected during the last 60 days. The change below the 5% threshold results from the issuer’s share count increase, not from trading activity.

What percentage of Inventiva’s outstanding shares is used in NEA’s 4.9% calculation?

The 4.9% figure is based on 186,801,792 ordinary shares outstanding as of December 31, 2025, as reported by Inventiva in a Form 6-K, plus the specified Exercisable Shares underlying warrants and subscription agreements.

Does NEA indicate any plans to change its Inventiva (IVA) position or influence control?

The filing states the shares were acquired for investment purposes. Aside from possible future purchases or sales depending on market conditions, NEA reports no current plans for mergers, board changes, capital changes, or other actions affecting control.