[SCHEDULE 13G] Larimar Therapeutics, Inc. SEC Filing

Rhea-AI Filing Summary

Opaleye entities and individual James Silverman report a passive Schedule 13G showing shared beneficial ownership of 4,110,000 shares of Larimar Therapeutics common stock, representing 4.80% of the class. The filing states the shares are held by Opaleye, L.P., with Opaleye Management, Inc. acting as adviser and Mr. Silverman exercising control over the adviser. Voting and dispositive power are reported as shared for all 4,110,000 shares and no sole voting or dispositive power is claimed. The filing is voluntary and certifies the stake is not intended to influence control of the issuer.

Positive

• Clear voluntary disclosure of a 4,110,000-share position (4.80%) by Opaleye and James Silverman
• Classification as a Schedule 13G with certification indicates the position is reported as passive and not intended to change control

Negative

• None.

Insights

Financial Analyst

TL;DR: A disclosed 4.8% passive stake by Opaleye/James Silverman is material enough to merit investor notice but does not signal a control change.

The Schedule 13G reports a 4,110,000 share position representing 4.80% of Larimar Therapeutics. Classification as a 13G and the certification language indicate the position is passive and not intended to influence control. For investors, this is a notable minority stake disclosure that increases transparency about ownership concentration but, at under 5%, typically lacks the regulatory implications and governance impact of a larger, activist-sized holding.

Corporate Governance Expert

TL;DR: Ownership disclosure is proper and voluntary; shared voting/dispositive power suggests control is exercised through fund/adviser relationships, not an individual takeover.

The filing names Opaleye Management, Inc. (adviser), Opaleye, L.P. (fund) and James Silverman, with shared voting and dispositive authority over the reported shares. The document includes a joint filing agreement and a certification that the position is not for control purposes. From a governance perspective, this is a routine passive disclosure that informs shareholders of a concentrated but non-controlling ownership stake.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Larimar Therapeutics, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

517125100

(CUSIP Number)

08/29/2025

(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. 517125100

1

Names of Reporting Persons

Opaleye Management, Inc.

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

MASSACHUSETTS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 4,110,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 4,110,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,110,000.00

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)

4.80 %

12

Type of Reporting Person (See Instructions)

IA, CO

Comment for Type of Reporting Person: This Schedule 13G amendment is being filed voluntarily.

SCHEDULE 13G

CUSIP No. 517125100

1

Names of Reporting Persons

Opaleye, L.P.

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

MASSACHUSETTS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 4,110,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 4,110,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,110,000.00

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)

4.80 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: This Schedule 13G amendment is being filed voluntarily.

SCHEDULE 13G

CUSIP No. 517125100

1

Names of Reporting Persons

James Silverman

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 4,110,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 4,110,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,110,000.00

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)

4.80 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: This Schedule 13G amendment is being filed voluntarily.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Larimar Therapeutics, Inc.
(b)	Address of issuer's principal executive offices: Three Bala Plaza East. Suite 506, Bala Cynwyd, PA, 19004
Item 2.
(a)	Name of person filing: Opaleye Management, Inc. Opaleye, L.P. James Silverman This statement is filed by (i) Opaleye Management, Inc. (the "Adviser"), (ii) Opaleye, L.P. (the "Fund") and (iii) James Silverman with respect to shares directly held by the Fund. The Adviser serves as investment adviser to the Fund. Mr. Silverman exercises control over the Adviser. The filing of this statement should not be construed as an admission that any of the foregoing persons is, for the purposes of Section 13 of the Securities Exchange Act, the beneficial owner of the shares reported herein.
(b)	Address or principal business office or, if none, residence: One Boston Place, 26th Floor, Boston, MA 02108
(c)	Citizenship: Opaleye Management, Inc. - Massachusetts Opaleye, L.P. - Massachusetts James Silverman - USA
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 517125100
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: 4,110,000.00
(b)	Percent of class: 4.80%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 4,110,000.00
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 4,110,000.00
Item 5.	Ownership of 5 Percent or Less of a Class.
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.

Opaleye Management, Inc.

Signature:	/s/ James Silverman
Name/Title:	President
Date:	08/29/2025

Opaleye, L.P.

Signature:	/s/ James Silverman
Name/Title:	General Partner
Date:	08/29/2025

James Silverman

Signature:	/s/ James Silverman
Name/Title:	Individually
Date:	08/29/2025

Exhibit Information

Exhibit 99.1 Joint Filing Agreement by and among the reporting persons

FAQ

What stake in Larimar Therapeutics (LRMR) did Opaleye report?

The filing reports beneficial ownership of 4,110,000 shares, equal to 4.80% of Larimar Therapeutics common stock.

Who filed the Schedule 13G for LRMR?

The filing was made jointly by Opaleye Management, Inc., Opaleye, L.P. and James Silverman.

Is the reported stake intended to influence control of Larimar Therapeutics?

No. The Schedule 13G includes a certification stating the securities were not acquired to change or influence control of the issuer.

What voting and dispositive powers are reported?

The filers report 0 sole voting/dispositive power and 4,110,000 shared voting and dispositive power.

Where is Opaleye based and who controls the adviser?

Opaleye Management, Inc. and Opaleye, L.P. are organized in Massachusetts; James Silverman exercises control over the adviser.