Avoro Capital Advisors LLC and Behzad Aghazadeh filed a Schedule 13G disclosing beneficial ownership of 4,150,000 Class A ordinary shares of MoonLake Immunotherapeutics, representing 6.5% of the class. Avoro reports sole voting and sole dispositive power over these shares and states they were acquired for investment purposes on behalf of Avoro Life Sciences Fund LLC.
The filing identifies Dr. Behzad Aghazadeh as the portfolio manager and controlling person of Avoro with the same voting and dispositive powers. The reporting persons certify the holdings are held in the ordinary course of business and not for the purpose of changing or influencing control. A Joint Filing Agreement is attached as an exhibit.
Positive
Material disclosure of 4,150,000 shares (6.5%) provides transparency on a significant shareholder position
Sole voting and dispositive power is clearly stated, reducing ambiguity about who directs voting and sales
Securities were reported as held for investment purposes, with Avoro Life Sciences Fund LLC identified as the economic beneficiary with >5% rights
Negative
None.
Insights
TL;DR: Avoro's 6.5% stake (4.15M shares) is a material disclosure that can attract investor attention and affect share liquidity.
The filing shows a sizeable position above the 5% reporting threshold, held with sole voting and dispositive power by the adviser and its portfolio manager. Because the shares were acquired for investment purposes and the filing disclaims an intent to influence control, the immediate market implication is informational rather than a declared takeover effort. Investors and analysts will note the position when assessing shareholder base concentration and potential future trading flows.
TL;DR: Single reporting group holds sole voting/dispositive power; disclosure and joint filing clarify coordination but deny control intent.
The combination of an investment adviser filing and an individual portfolio manager signing a joint filing indicates coordinated ownership and governance visibility. Sole voting and dispositive power means the reporting persons can direct voting and dispositions of this stake, although they explicitly state the holdings are not intended to change issuer control. The inclusion of a Joint Filing Agreement formalizes the reporting relationship and aids transparency for the issuer and other shareholders.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
MoonLake Immunotherapeutics
(Name of Issuer)
Class A Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)
61559X104
(CUSIP Number)
06/30/2025
(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.
61559X104
1
Names of Reporting Persons
Avoro Capital Advisors LLC
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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
4,150,000.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,150,000.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,150,000.00
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)
6.5 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP No.
61559X104
1
Names of Reporting Persons
Behzad Aghazadeh
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
4,150,000.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
4,150,000.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,150,000.00
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)
6.5 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
MoonLake Immunotherapeutics
(b)
Address of issuer's principal executive offices:
Dorfstrasse 29, 6300 Zug, Switzerland
Item 2.
(a)
Name of person filing:
This statement is filed by: (i) Avoro Capital Advisors LLC, a Delaware limited liability company ("Avoro"), which provides investment advisory and management services and has acquired the class A ordinary shares, par value $0.0001 per share ("Class A Ordinary Shares") of MoonLake Immunotherapeutics, a Cayman Islands exempted company (the "Issuer"), solely for investment purposes on behalf of Avoro Life Sciences Fund LLC, a Delaware limited liability company, and (ii) Behzad Aghazadeh ("Dr. Aghazadeh," and together with Avoro, the "Reporting Persons"), who serves as the portfolio manager and controlling person of Avoro.
The filing of this statement should not be construed as an admission that any Reporting Person is, for purposes of Section 13 of the Act, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 110 Greene Street, Suite 800, New York, NY 10012.
(c)
Citizenship:
Avoro is a Delaware limited liability company. Dr. Aghazadeh is a United States citizen.
(d)
Title of class of securities:
Class A Ordinary Shares, par value $0.0001 per share
(e)
CUSIP No.:
61559X104
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:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(b)
Percent of class:
6.5%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). Avoro Life Sciences Fund LLC has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the Class A Ordinary Shares.
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 acquired and are held in the ordinary course of business and 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.
Avoro Capital Advisors LLC
Signature:
/s/ Scott Epstein
Name/Title:
Scott Epstein, Chief Financial Officer & Chief Compliance Officer
What stake did Avoro report in MoonLake Immunotherapeutics (MLTX)?
Avoro Capital Advisors LLC reported beneficial ownership of 4,150,000 Class A ordinary shares, representing 6.5% of the class.
Who has voting and dispositive power over the reported shares?
The filing states Avoro (and Behzad Aghazadeh as portfolio manager) have sole voting power and sole dispositive power over the 4,150,000 shares.
Were the shares acquired to influence control of MoonLake (MLTX)?
The reporting persons certify the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
On whose behalf were the shares held?
The shares were acquired on behalf of Avoro Life Sciences Fund LLC, which holds the right to receive dividends or proceeds for more than 5% of the class.
Is there a joint filing agreement between the reporting persons for MLTX?
Yes; the filing includes a Joint Filing Agreement as an exhibit to coordinate reporting among the reporting persons.
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