Kymera (KYMR) Gets Major Insider Boost from Baker Brothers Funds

Rhea-AI Filing Summary

Form 4 filed for Kymera Therapeutics (KYMR) on 30 June 2025 details a sizable insider purchase by the Baker Brothers funds. Two affiliated limited partnerships—667, L.P. and Baker Brothers Life Sciences, L.P.—acquired both common shares and prefunded warrants in an underwritten offering that closed the same day.

• Common stock: 55,191 shares bought by 667, L.P. and 600,309 shares bought by Life Sciences at $44.00 per share.
• Prefunded warrants: Matching blocks of 55,191 and 600,309 warrants purchased at $43.9999 per warrant, exercisable at $0.0001 on a 1-for-1 basis.
• Post-transaction beneficial ownership rises to ~6.65 million common shares and ~11.2 million prefunded warrants across the two funds.
• The warrants carry no expiration but include a 4.99 % beneficial-ownership cap (adjustable up to 19.99 % with 61-day notice) to avoid triggering reporting thresholds.
• Felix J. Baker sits on Kymera’s board; the remaining reporting persons are deemed “directors by deputization.”

The sizeable investment, executed at the public offering price, signals confidence from a well-known biotech investor group, but also adds new equity and derivative securities that modestly dilute existing shareholders.

Positive

• Sizable insider purchase of roughly 655 k shares and 655 k prefunded warrants indicates strong confidence from a renowned biotech investor.
• Purchase conducted at public offering price, avoiding perception of preferential insider terms.
• Increased board-aligned ownership may better align management and shareholder interests.

Negative

• Equity dilution from new shares and warrant coverage expands Kymera’s share count, modestly pressuring existing ownership percentages.
• Potential future dilution when prefunded warrants are exercised, though capped at 4.99 % unless increased after notice.

Insights

Biotech Portfolio Manager

TL;DR: Large Baker Brothers buy signals conviction but introduces additional dilution from new shares and warrants.

Baker Brothers added roughly 1.31 million KYMR equity equivalents—half common, half prefunded warrants—at the follow-on’s $44 price. Their aggregate holdings now exceed 17 million equity and warrant units, giving them meaningful influence while keeping reported ownership below 5 % via the cap. For investors, the purchase is a strong vote of confidence in Kymera’s pipeline, yet the offering expands the share count. Because the price matched the public raise, there is no insider discount. I view the filing as modestly positive for sentiment.

Corporate Governance Specialist

TL;DR: Insider alignment improves; oversight risk limited by ownership cap.

The Form 4 shows coordinated participation by multiple Baker entities, all under common control. Felix Baker already serves on the board, and ‘director-by-deputization’ applies to the other entities, ensuring disclosure accountability. The 4.99 % cap and possibility to move to 19.99 % after 61 days prevent creeping control without notice. Governance impact is neutral-to-positive: increased skin-in-the-game with clear reporting structures. No red-flags on control or related-party terms emerged.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BAKER BROS. ADVISORS LP

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kymera Therapeutics, Inc. [ KYMR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/30/2025		P		55,191(1)	A	$44	534,134	I	See Footnotes(2)(3)(4)
Common Stock	06/30/2025		P		600,309(1)	A	$44	6,117,295	I	See Footnotes(2)(3)(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Prefunded Warrants(1)	$0.0001	06/30/2025		P		55,191		(6)(7)	(6)	Common Stock	55,191	$43.9999	974,192	I	See Footnotes(2)(3)(4)
Prefunded Warrants(1)	$0.0001	06/30/2025		P		600,309		(6)(7)	(6)	Common Stock	600,309	$43.9999	10,225,962	I	See Footnotes(2)(3)(5)

1. Name and Address of Reporting Person^*

BAKER BROS. ADVISORS LP

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

667, L.P.

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Baker Bros. Advisors (GP) LLC

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Baker Brothers Life Sciences LP

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

BAKER FELIX

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

BAKER JULIAN

(Last) (First) (Middle)

860 WASHINGTON STREET, 3RD FLOOR

(Street)

NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences" and together with 667, the "Funds") purchased 55,191 and 600,309 shares of common stock ("Common Stock"), respectively at a price to the public of $44.00 per share and 55,191 and 600,309 warrants to purchase Common Stock, at an exercise price of $0.0001 per share, respectively, for $43.9999 per share ("Prefunded Warrants") of Kymera Therapeutics, Inc. (the "Issuer") pursuant to an underwritten offering that closed on June 30, 2025.

2. Baker Bros. Advisors LP (the "Adviser") serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds.

3. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.

4. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Common Stock reported in column 5 of Table I and the securities reported in column 9 of Table II held directly by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.

5. After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Common Stock reported in column 5 of Table I and the securities reported in column 9 of Table II held directly by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.

6. The Prefunded Warrants have no expiration date and are exercisable at any time, at the holder's election, on a 1-for-1 basis into Common Stock to the extent that immediately prior to or after giving effect to such exercise the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 4.99% of the outstanding shares of Common Stock (the "Beneficial Ownership Limitation").

7. By written notice to the Issuer, 667 and Life Sciences may increase or decrease the Beneficial Ownership Limitation applicable to that fund to any other percentage not in excess of 19.99%, provided that any such increase will not be effective until the 61st day after such notice is delivered to the Issuer.

Remarks:

Felix J. Baker, a managing member of Baker Bros. Advisors (GP) LLC is a director of Kymera Therapeutics, Inc. (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of1934, as amended, the reporting persons other than Felix J. Baker are deemed directors by deputization of the Issuer.

	By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing	06/30/2025
	Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to 667, L.P., pursuant to authority granted by Baker Biotech Capital, L.P., GP to 667, L.P. Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing	06/30/2025
	By: Baker Bros. Advisors (GP) LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing	06/30/2025
	Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to BAKER BROTHERS LIFE SCIENCES, L.P., pursuant to authority granted by Baker Brothers Life Sciences Capital, L.P., GP to Baker Brothers Life Sciences, L.P., /s/ Name: Scott L. Lessing, Title: President	06/30/2025
	/s/ Julian C. Baker	06/30/2025
	/s/ Felix J. Baker	06/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many Kymera Therapeutics (KYMR) shares did Baker Brothers buy?

They acquired 655,500 common shares at $44.00 each and 655,500 prefunded warrants convertible 1-for-1 into shares.

What price did the insiders pay for KYMR stock?

Both common shares and prefunded warrants were purchased at the offering price—$44.00 per share and $43.9999 per warrant.

Do the prefunded warrants have an expiration date?

No. The warrants are perpetual and exercisable at $0.0001 per share, subject to a 4.99 % beneficial-ownership limit.

What is Baker Brothers’ total ownership after the transaction?

They now hold about 6.65 million common shares plus 11.2 million prefunded warrants, though exercise is capped by ownership limits.

Why is the 4.99 % ownership cap important?

It prevents the funds from exceeding 5 % beneficial ownership without additional disclosure and can only be raised after 61 days’ notice to the issuer.

Who signed the Form 4 for the reporting persons?

President Scott L. Lessing signed on behalf of Baker Bros. entities; Julian and Felix Baker also provided signatures.