Perceptive lifts MeiraGTx (NASDAQ: MGTX) ownership to 12.6% with warrants

Rhea-AI Filing Summary

Perceptive Advisors and affiliated entities report beneficial ownership of 11,742,117 MeiraGTx ordinary shares, representing 12.6% of the class. This percentage is based on 92,557,237 outstanding shares, including shares from warrant and option exercises and deferred share unit settlements.

On April 17, 2026, Perceptive’s Master Fund purchased 555,555 ordinary shares at $9.00 per share in MeiraGTx’s underwritten offering. Perceptive-related credit funds also hold warrants for 700,000 shares, with the exercise price adjusted to $8.00 per share under a March 25, 2026 notes purchase agreement amendment; these warrants were originally issued with exercise prices of $15.00 and $20.00 and expire on August 2, 2027.

Insights

Equity ownership and structure analyst

Perceptive discloses a sizable 12.6% MeiraGTx stake plus warrant exposure.

The filing shows Perceptive Advisors and affiliates beneficially owning 11,742,117 MeiraGTx ordinary shares, or 12.6% of the company. This includes shares issuable from options, warrants, and deferred share units referenced in the ownership calculation.

Perceptive’s Master Fund bought 555,555 shares at $9.00 per share in an underwritten offering on April 17, 2026, and related entities hold 700,000 warrants now exercisable at $8.00 per share, expiring on August 2, 2027. These positions combine equity and credit exposure under a prior senior secured financing and notes purchase structure.

The amendment reducing the warrant exercise price from $15.00–$20.00 to $8.00 aligns the instruments more closely with recent offering terms. Future company filings may provide additional context on how this ownership and warrant structure evolves over time.

Key Figures

Beneficial ownership: 11,742,117 ordinary shares Ownership percentage: 12.6% Shares outstanding: 92,557,237 ordinary shares +5 more

8 metrics

Beneficial ownership 11,742,117 ordinary shares Shares beneficially owned by Perceptive entities

Ownership percentage 12.6% Portion of MeiraGTx ordinary shares beneficially owned

Shares outstanding 92,557,237 ordinary shares Outstanding MeiraGTx ordinary shares per April 16, 2026 prospectus supplement

Recent share purchase 555,555 shares at $9.00/share Master Fund purchase in underwritten offering on April 17, 2026

Total warrants 700,000 warrants Warrants on MeiraGTx ordinary shares held by Credit Fund III

Adjusted exercise price $8.00 per share Warrant exercise price after March 25, 2026 amendment

Original warrant exercise prices $15.00 and $20.00 per share Exercise prices for 400,000 and 300,000 warrants, respectively

Term loan commitment $75M + $25M tranches Senior secured financing agreement initial and discretionary term loans

Key Terms

beneficially owned, Prospectus Supplement, deferred share units, Notes Purchase Agreement, +2 more

6 terms

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 11,742,117.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Prospectus Supplement regulatory

"as reported by the Issuer in its Prospectus Supplement filed pursuant to Rule 424(b)(5)"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

deferred share units financial

"the settlement of vested deferred share units for an aggregate of 140,000 Ordinary Shares"

Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.

Notes Purchase Agreement financial

"the Financing Agreement was converted into a Notes Purchase Agreement"

Warrants financial

"warrants exercisable for 400,000 Ordinary Shares at an exercise price of $15.00 per share and (ii) warrants exercisable for 300,000 Ordinary Shares"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

senior secured financing arrangement financial

"entered into a senior secured financing arrangement (the "Financing Agreement")"

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Accepted by SEC EDGAR 04/24/2026 - 04:46 PM Learn about SEC filing dates

FAQ

What percentage of MeiraGTx (MGTX) does Perceptive now beneficially own?

Perceptive Advisors and affiliated entities report beneficial ownership of 11,742,117 MeiraGTx ordinary shares, representing 12.6% of the outstanding class. This percentage is based on 92,557,237 ordinary shares, including shares from warrant and option exercises and deferred share unit settlements referenced in the filing.

How many MeiraGTx (MGTX) shares did Perceptive recently purchase and at what price?

On April 17, 2026, Perceptive’s Master Fund purchased 555,555 MeiraGTx ordinary shares at $9.00 per share in an underwritten offering. This transaction increased its equity position alongside existing holdings, options, deferred share units, and warrants described in the ownership disclosure.

What warrants on MeiraGTx (MGTX) shares are held by Perceptive-related entities?

Perceptive-related Credit Fund III holds warrants for 700,000 MeiraGTx ordinary shares. These were originally split as 400,000 warrants at $15.00 and 300,000 at $20.00 per share and are immediately exercisable, with an expiration date of August 2, 2027, under prior financing arrangements.

What change was made to the MeiraGTx (MGTX) warrant exercise price in March 2026?

On March 25, 2026, an amendment to the notes purchase agreement adjusted the warrant exercise price to $8.00 per share. This change applies to 700,000 warrants held by Perceptive Credit Holdings III, L.P., modifying the original $15.00 and $20.00 per share exercise prices.

How many MeiraGTx (MGTX) shares were used to calculate Perceptive’s 12.6% stake?

The reported 12.6% beneficial ownership is based on 92,557,237 MeiraGTx ordinary shares outstanding. This figure comes from a MeiraGTx prospectus supplement dated April 16, 2026 and gives effect to warrant exercises, stock options, and deferred share unit settlements described in the filing.

What financing arrangement links Perceptive and MeiraGTx (MGTX)?

A senior secured financing arrangement from August 2, 2022 provided MeiraGTx with a $75 million initial term loan and a $25 million additional tranche at Perceptive Credit Holdings III’s discretion. In connection with this, MeiraGTx issued the 700,000 immediately exercisable warrants referenced in the Schedule 13D amendment.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)

MeiraGTx Holdings plc

(Name of Issuer)

Ordinary Shares, nominal value $0.00003881 per share

(Title of Class of Securities)

G59665102

(CUSIP Number)

Alexander Rakitin
Perceptive Advisors LLC, 51 Astor Place, 10th Floor
New York, NY, 10003
(646) 205-5345

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/17/2026

(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).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G59665102

1

Name of reporting person

Perceptive Advisors LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,742,117.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,742,117.00

11

Aggregate amount beneficially owned by each reporting person

11,742,117.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.6 %

14

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13D

CUSIP Number(s): G59665102

1

Name of reporting person

Joseph Edelman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,742,117.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,742,117.00

11

Aggregate amount beneficially owned by each reporting person

11,742,117.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.6 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): G59665102

1

Name of reporting person

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

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,742,117.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,742,117.00

11

Aggregate amount beneficially owned by each reporting person

11,742,117.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.6 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Ordinary Shares, nominal value $0.00003881 per share
(b)	Name of Issuer: MeiraGTx Holdings plc
(c)	Address of Issuer's Principal Executive Offices: 655 Third Avenue, Suite 1115, New York, NEW YORK , 10017.
Item 5.	Interest in Securities of the Issuer
(a)	Items 5(a)-(c) of the Schedule 13D are amended and supplemented as follows: The information set forth in rows 11 and 13 of the cover pages to this Amendment No. 8 to Schedule 13D is incorporated by reference. The percentages set forth in row 13 are based on 92,557,237 outstanding Ordinary Shares, as reported by the Issuer in its Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on April 16, 2026, and give effect to (i) the exercise of Warrants (as defined below) for 700,000 Ordinary Shares as if such Warrants had been exercised, (ii) the exercise of vested stock options for 115,459 Ordinary Shares, and (iii) the settlement of vested deferred share units for an aggregate of 140,000 Ordinary Shares.
(b)	The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D is incorporated by reference. The Master Fund holds (i) stock options exercisable for a total of 15,459 Ordinary Shares, all of which are currently exercisable, and (ii) Warrants for 700,000 Ordinary Shares. Ellen Hukkelhoven, the Head of Investment Research of Perceptive, holds (i) stock options exercisable for a total of 100,000 Ordinary Shares, all of which are currently exercisable or become exercisable within 60 days, and (ii) 140,000 deferred share units, all of which have vested or will vest within 60 days. The Reporting Persons have rights to the stock options and deferred share units held by Ms. Hukkelhoven pursuant to a management fee offset.
(c)	The information set forth in Item 6 of this Amendment No. 8 is incorporated by reference to this Item 5(c). On April 17, 2026, the Master Fund purchased 555,555 Ordinary Shares at a price per share of $9.00 in the Issuer's underwritten offering. Except as described herein, none of the Reporting Persons has effected any transaction in the Ordinary Shares in the past 60 days.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is amended and supplemented as follows: On March 25, 2026, the Issuer, Perceptive Credit Holdings III, L.P. ("Credit Fund III"), and the other parties to the Notes Purchase Agreement (as defined below) entered into Amendment No. 4 thereto (the "Notes Purchase Agreement Amendment") whereby, among other things, the exercise price of the Warrants was adjusted to $8.00 per share. On August 2, 2022, the Issuer, Credit Fund III and the other parties thereto entered into a senior secured financing arrangement (the "Financing Agreement") pursuant to which Credit Fund III and the other lenders party thereto agreed to lend to the Issuer an initial $75 million term loan and an additional $25 million term loan tranche to be made available at Credit Fund III's sole discretion. In connection with entering into the Financing Agreement, the Issuer issued to Credit Fund III (i) warrants exercisable for 400,000 Ordinary Shares at an exercise price of $15.00 per share and (ii) warrants exercisable for 300,000 Ordinary Shares at an exercise price of $20.00 per share (collectively, the "Warrants"). The Warrants are immediately exercisable and expire on August 2, 2027. On December 19, 2022, the Financing Agreement was converted into a Notes Purchase Agreement. Perceptive Credit Advisors LLC ("Perceptive Credit Advisors") serves as the investment advisor to Credit Fund III and as a relying advisor under Perceptive Advisors. Mr. Edelman is the managing member of Perceptive Credit Advisors. The foregoing description of the Warrants and the Notes Purchase Agreement Amendment is qualified in its entirety by reference to the full text of the Warrants and the Notes Purchase Agreement Amendment, copies of which are included as Exhibit 7 and Exhibit 8 hereto, respectively.
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is amended and supplemented as follows: Exhibit 7 Form of Warrant (incorporated by reference to Exhibit 4.1 to the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022) Exhibit 8 Amendment No. 4 to Amended and Restated Notes Purchase Agreement and Amendment No. 1 to Warrant Certificates, dated March 25, 2026, by and among MeiraGTx Holdings plc, as issuer, the subsidiary guarantors and noteholders from time to time party thereto, and Perceptive Credit Holdings III, LP, as administrative agent and noteholder. (incorporated by reference to Exhibit 10.53 to the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 30, 2026)

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.

Perceptive Advisors LLC

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	04/24/2026

Joseph Edelman

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman
Date:	04/24/2026

Perceptive Life Sciences Master Fund, Ltd.

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	04/24/2026