[SCHEDULE 13G/A] Nkarta, Inc. Amended Passive Investment Disclosure
Tang Capital reports 2.1% stake in Nkarta
Tang Capital Management and related entities filed Amendment No. 2 to a Schedule 13G reporting their beneficial ownership in Nkarta, Inc. common stock.
Tang Capital Management and related entities filed Amendment No. 2 to a Schedule 13G reporting their beneficial ownership in Nkarta, Inc. common stock. They report beneficial ownership of 1,480,823 shares, representing 2.1% of Nkarta’s common stock, based on 71,029,512 shares outstanding as of November 5, 2025. The shares are held with no sole voting or dispositive power and with shared voting and dispositive power over 1,480,823 shares across Tang Capital Management, Tang Capital Partners, Tang Capital Partners International and Kevin Tang. The filing states the securities were not acquired and are not held for the purpose of changing or influencing control of Nkarta, indicating a passive investment stance and confirming ownership of 5% or less of the class.
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FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What percentage of Nkarta (NKTX) does Tang Capital currently report owning?
Tang Capital and related entities report owning 2.1% of Nkarta’s common stock. This corresponds to 1,480,823 shares, calculated against 71,029,512 shares outstanding as of November 5, 2025, as referenced in Nkarta’s Form 10-Q.
How many Nkarta (NKTX) shares are beneficially owned by Tang Capital entities?
Tang Capital and affiliated entities report beneficial ownership of 1,480,823 Nkarta common shares. All of these shares are held with shared voting and dispositive power, and none are held with sole voting or sole dispositive authority.
Is Tang Capital’s Nkarta (NKTX) ownership reported as passive or control-seeking?
The filing certifies that the Nkarta securities were not acquired and are not held to change or influence control of the company. This language indicates a passive investment intent under the Schedule 13G framework.
Which Tang Capital-related entities are included in the Nkarta (NKTX) Schedule 13G/A?
The Schedule 13G/A names Tang Capital Management, LLC, Tang Capital Partners, LP, Tang Capital Partners International, LP, Tang Capital Partners III, Inc., Tang Capital Partners IV, Inc., and Kevin Tang as reporting persons, with varying shared or zero beneficial ownership.
How is voting power over Nkarta (NKTX) shares allocated for Tang Capital?
The reporting persons disclose 0 shares with sole voting power and 1,480,823 shares with shared voting power. They also report the same 1,480,823 shares with shared dispositive power, indicating decisions are made jointly among the related entities.
Why does the Nkarta (NKTX) filing state ownership of 5 percent or less of a class?
Item 5 of the filing notes ownership of 5 percent or less of the class. With 2.1% beneficial ownership of Nkarta’s outstanding common stock, Tang Capital’s holdings fall below the 5% threshold that typically triggers more extensive Schedule 13D reporting.
What reference outstanding share count is used in Tang Capital’s Nkarta (NKTX) 13G/A?
The reported ownership percentages are based on 71,029,512 Nkarta common shares outstanding as of November 5, 2025. This figure comes from Nkarta’s Form 10-Q and is used to calculate Tang Capital’s 2.1% stake.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Nkarta, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
65487U108
(CUSIP Number)
12/31/2025
(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.
65487U108
1
Names of Reporting Persons
TANG CAPITAL MANAGEMENT, 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
0.00
6
Shared Voting Power
1,480,823.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,480,823.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,480,823.00
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)
2.1 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Tang Capital Management, LLC ("TCM") shares voting and dispositive power over such shares with Tang Capital Partners, LP ("TCP"), Tang Capital Partners International, LP ("TCPI") and Kevin Tang. The percentages used herein are based on 71,029,512 shares of Common Stock outstanding as of November 5, 2025, as set forth in the Issuer's Quarterly Report filed on Form 10-Q that was filed with the Securities and Exchange Commission on November 10, 2025.
SCHEDULE 13G
CUSIP No.
65487U108
1
Names of Reporting Persons
KEVIN TANG
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
1,480,823.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,480,823.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,480,823.00
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)
2.1 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Kevin Tang shares voting and dispositive power over such shares with TCP, TCPI and TCM.
SCHEDULE 13G
CUSIP No.
65487U108
1
Names of Reporting Persons
TANG CAPITAL PARTNERS, LP
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
0.00
6
Shared Voting Power
529,097.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
529,097.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
529,097.00
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)
0.8 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: TCP shares voting and dispositive power over such shares with TCM and Kevin Tang.
SCHEDULE 13G
CUSIP No.
65487U108
1
Names of Reporting Persons
TANG CAPITAL PARTNERS INTERNATIONAL, LP
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
0.00
6
Shared Voting Power
951,726.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
951,726.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
951,726.00
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)
1.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: TCPI shares voting and dispositive power over such shares with TCM and Kevin Tang.
SCHEDULE 13G
CUSIP No.
65487U108
1
Names of Reporting Persons
TANG CAPITAL PARTNERS III, 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
NEVADA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0.0 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP No.
65487U108
1
Names of Reporting Persons
TANG CAPITAL PARTNERS IV, 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
NEVADA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
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)
0.0 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Nkarta, Inc.
(b)
Address of issuer's principal executive offices:
1150 Veterans Boulevard, South San Francisco, CA, 94080
Item 2.
(a)
Name of person filing:
This Statement on Schedule 13G (this "Statement") is filed by TCM, the general partner of TCP and TCPI; Kevin Tang, the manager of TCM and Chief Executive Officer of Tang Capital Partners III, Inc. ("TCP III") and Tang Capital Partners IV, Inc. ("TCP IV"); TCP; TCPI; TCP III; and TCP IV.
(b)
Address or principal business office or, if none, residence:
The address of TCM, Kevin Tang, TCP and TCPI is 4747 Executive Drive, Suite 210, San Diego, CA 92121. The address of TCP III and TCP IV is 400 S. 4th Street, 3rd Floor, Las Vegas, NV 89101.
(c)
Citizenship:
TCM is a Delaware limited liability company. Mr. Tang is a United States citizen. TCP and TCPI are Delaware limited partnerships. TCP III and TCP IV are Nevada corporations that are indirectly wholly owned by TCP.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
65487U108
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:
1,480,823
(b)
Percent of class:
2.1 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0 shares
(ii) Shared power to vote or to direct the vote:
1,480,823 shares
(iii) Sole power to dispose or to direct the disposition of:
0 shares
(iv) Shared power to dispose or to direct the disposition of:
1,480,823 shares
Item 5.
Ownership of 5 Percent or Less of a Class.
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.replace the text here.
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.
TANG CAPITAL MANAGEMENT, LLC
Signature:
Kevin Tang
Name/Title:
Manager
Date:
02/17/2026
KEVIN TANG
Signature:
Kevin Tang
Name/Title:
Self
Date:
02/17/2026
TANG CAPITAL PARTNERS, LP
Signature:
Kevin Tang
Name/Title:
Manager, Tang Capital Management, LLC, General Partner
Date:
02/17/2026
TANG CAPITAL PARTNERS INTERNATIONAL, LP
Signature:
Kevin Tang
Name/Title:
Manager, Tang Capital Management, LLC, General Partner
