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[SCHEDULE 13D/A] Mirum Pharmaceuticals, Inc. SEC Filing

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

Rhea-AI Filing Summary

Frazier-affiliated investment vehicles amended a Schedule 13D for Mirum Pharmaceuticals (MIRM) to correct prior attributions and restate holdings. The filing shows Frazier Life Sciences IX, L.P. directly holds 3,566,912 shares (about 7.1% of 50,237,647 outstanding shares as of August 1, 2025). Related Frazier funds and vehicles report additional direct holdings: Frazier Life Sciences X (168,308 shares), Frazier Life Sciences XI (544,954 shares), Frazier Life Sciences Public Fund (1,574,374 shares) and Frazier Life Sciences Public Overage Fund (940,573 shares). Reporting clarifies that certain investment committee members are not attributed beneficial ownership and corrects prior overstatements. Individual reporting persons James N. Topper and Patrick J. Heron are shown with aggregate beneficial ownership positions reflecting the fund holdings and, for Heron, options that affect percentage calculations.

Positive

  • Clarifies beneficial ownership across multiple Frazier funds, reducing prior overstatements and improving disclosure accuracy
  • Provides specific share counts and percentages for key Frazier vehicles (e.g., 3,566,912 shares for Frazier Life Sciences IX, ~7.1%)
  • Explains governance attribution by noting committee-managed entities where members are not attributed ownership

Negative

  • None.

Insights

TL;DR: Amendment restates and corrects beneficial ownership disclosures for Frazier funds in MIRM, clarifying prior over-attributions.

The amendment provides precise holdings by multiple Frazier entities and clarifies governance attribution: several funds directly hold material stakes (largest: Frazier Life Sciences IX with 3,566,912 shares, ~7.1%). The filing corrects past attributions to investment committee members where committees act by majority vote and thus committee members are not deemed beneficial owners. For investors, this improves the accuracy of ownership profiles and group attribution in the issuer's cap table.

TL;DR: Governance detail: committee-managed LLCs clarified to avoid attributing ownership to individual committee members.

The filing emphasizes legal attribution principles: where an LLC is managed by a committee that acts by majority vote, committee members are not automatically attributed beneficial ownership of the LLC's holdings. The amendment corrects prior statements and reduces apparent individual ownership figures. This is a corrective governance disclosure rather than a change in underlying economic positions.






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).






SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Aggregate Amount represents (i) 3,566,912 shares of Common Stock held directly by Frazier Life Sciences IX, L.P., and (ii) 163,643 shares of Common Stock held directly by Frazier Life Sciences X, L.P. The Percent of Class is calculated based on 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025.


SCHEDULE 13D




Comment for Type of Reporting Person:
The Aggregate Amount represents (i) 5,703 shares of Common Stock held directly by the Reporting Person, (ii) 76,779 shares of Common Stock that are issuable upon the exercise of options held directly by the Reporting Person, (iii) 3,566,912 shares of Common Stock held directly by Frazier Life Sciences IX, L.P., and (iv) 163,643 shares of Common Stock held directly by Frazier Life Sciences X, L.P. The Percent of Class is calculated based on (i) 50,237,647 shares of Common Stock outstanding on August 1, 2025 as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on August 6, 2025 and (ii) 76,779 shares of Common Stock that are issuable upon the exercise of options held directly by the Reporting Person.


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


Frazier Life Sciences IX, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS IX, L.L.C., GP of FHMLS IX, L.P., GP of Frazier Life Sciences IX, L.P.
Date:08/20/2025
FHMLS IX, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS IX, L.L.C., GP of FHMLS IX, L.P.
Date:08/20/2025
FHMLS IX, L.L.C.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS IX, L.L.C.
Date:08/20/2025
Frazier Life Sciences X, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS X, L.L.C., GP of FHMLS X, L.P., GP of Frazier Life Sciences X, L.P.
Date:08/20/2025
FHMLS X, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS X, L.L.C., GP of FHMLS X, L.P.
Date:08/20/2025
FHMLS X, L.L.C.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS X, L.L.C.
Date:08/20/2025
Frazier Life Sciences Public Fund, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:Steve R. Bailey, CFO of FHMLSP, L.L.C., GP of FHMLSP, L.P., GP of Frazier Life Sciences Public Fund, L.P.
Date:08/20/2025
FHMLSP, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:Steve R. Bailey, CFO of FHMLSP, L.L.C., GP of FHMLSP, L.P.
Date:08/20/2025
FHMLSP, L.L.C.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLSP, L.L.C.
Date:08/20/2025
Frazier Life Sciences Public Overage Fund, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLSP Overage, L.L.C., GP of FHMLSP Overage, L.P., GP of Frazier Life Sciences Public Overage Fund, L.P.
Date:08/20/2025
FHMLSP Overage, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLSP Overage, L.L.C., GP of FHMLSP Overage, L.P.
Date:08/20/2025
FHMLSP Overage, L.L.C.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLSP Overage, L.L.C.
Date:08/20/2025
Frazier Life Sciences XI, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS XI, L.L.C., GP of FHMLS XI, L.P., GP of Frazier Life Sciences XI, L.P.
Date:08/20/2025
FHMLS XI, L.P.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS XI, L.L.C., GP of FHMLS XI, L.P.
Date:08/20/2025
FHMLS XI, L.L.C.
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, CFO of FHMLS XI, L.L.C.
Date:08/20/2025
James N. Topper
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, Attorney-in-Fact for James N. Topper, pursuant to a Power of Attorney, a copy of which was filed with the SEC on July 31, 2017
Date:08/20/2025
Patrick J. Heron
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, Attorney-in-Fact for Patrick J. Heron, pursuant to a Power of Attorney, a copy of which was filed with the SEC on July 31, 2017
Date:03/06/2025
Albert Cha
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, Attorney-in-Fact for Albert Cha, pursuant to a Power of Attorney, a copy of which was filed with the SEC on August 16, 2021
Date:08/20/2025
James Brush
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, Attorney-in-Fact for James Brush, pursuant to a Power of Attorney, a copy of which was filed with the SEC on August 16, 2021
Date:08/20/2025
Daniel Estes
Signature:/s/ Steve R. Bailey
Name/Title:By Steve R. Bailey, Attorney-in-Fact for Daniel Estes, pursuant to a Power of Attorney, a copy of which was filed with the SEC on April 18, 2022
Date:08/20/2025

FAQ

What stake does Frazier Life Sciences IX hold in Mirum Pharmaceuticals (MIRM)?

Frazier Life Sciences IX, L.P. directly holds 3,566,912 shares, representing approximately 7.1% of 50,237,647 outstanding shares as of August 1, 2025.

How much aggregate beneficial ownership is reported for James N. Topper in the filing?

James N. Topper is reported with an aggregate beneficial ownership of 3,735,220 shares, representing about 7.4% of the class based on the stated share count.

Why does the amendment state some committee members are not attributed ownership?

The amendment explains certain general partners are managed by investment committees that act by majority vote; therefore, individual committee members are not attributed beneficial ownership of the entities' securities.

Which Frazier funds hold shares in MIRM and how many?

Reported direct holdings include: Frazier Life Sciences IX (3,566,912), Frazier Life Sciences X (168,308), Frazier Life Sciences XI (544,954), Frazier Life Sciences Public Fund (1,574,374), and Frazier Life Sciences Public Overage Fund (940,573).

Does the amendment change the total economic interests held by the Frazier entities?

The amendment corrects attributions and overstatements to individuals but does not report a change to the underlying direct shareholdings disclosed for the funds.
Mirum Pharmaceuticals

NASDAQ:MIRM

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MIRM Stock Data

3.71B
43.41M
1.86%
114.06%
13.66%
Biotechnology
Pharmaceutical Preparations
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United States
FOSTER CITY