STOCK TITAN

RA Capital group reports 9.99% stake in OnKure (NASDAQ: OKUR)

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Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

OnKure Therapeutics, Inc. Schedule 13G reports that RA Capital-related reporting persons collectively beneficially own 4,038,715 shares of Class A common stock, representing 9.99% of the class under a beneficial ownership blocker. The Fund directly holds 3,998,332 shares and pre-funded warrants exercisable for up to 128,174 shares.

The filing states the 9.99% figure is calculated using 13,673,565 shares outstanding as of March 11, 2026, plus 26,713,636 shares issued in a private placement that closed March 31, 2026, and 40,383 shares issuable upon exercise of the Pre-Funded Warrants.

Positive

  • None.

Negative

  • None.
Beneficially owned shares 4,038,715 shares aggregate beneficial ownership reported
Direct Fund holdings 3,998,332 shares shares directly held by RA Capital Healthcare Fund
Pre-Funded Warrants exercisable 128,174 shares maximum exercisable shares under Pre-Funded Warrants
Reported ownership percentage 9.99% percent of Class A common stock beneficially owned
Shares outstanding (anchor) 13,673,565 shares outstanding as of March 11, 2026 used in calculation
Private placement shares 26,713,636 shares shares issued in private placement closed March 31, 2026
Additional issuable shares 40,383 shares shares issuable upon exercise of Pre-Funded Warrants used in percent calc
Pre-Funded Warrants financial
"pre-funded warrants exercisable for up to 128,174 shares"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
Beneficial Ownership Blocker regulatory
"the Pre-Funded Warrants contain a provision (the "Beneficial Ownership Blocker") which precludes exercise"
A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.
Section 13(d) regulatory
"may be deemed a beneficial owner, for purposes of Section 13(d) of the Act"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What stake does RA Capital report in OnKure (OKUR)?

They report beneficial ownership of 4,038,715 shares, equal to 9.99%. This percentage reflects ownership limits imposed by a Beneficial Ownership Blocker tied to pre-funded warrants and the stated share counts.

How many OnKure shares does the Fund directly hold?

The RA Capital Healthcare Fund directly holds 3,998,332 shares. In addition, it holds pre-funded warrants exercisable for up to 128,174 shares, subject to the Beneficial Ownership Blocker.

What is the Beneficial Ownership Blocker and how does it affect exercise?

The Pre-Funded Warrants include a Beneficial Ownership Blocker that prevents exercise if it would raise ownership above 9.99%. The Fund is currently prohibited from exercising warrants that would exceed 4,038,715 shares total ownership.

Which share counts were used to calculate the 9.99% figure for OKUR?

Calculation uses 13,673,565 shares outstanding as of March 11, 2026, plus 26,713,636 shares issued in a private placement on March 31, 2026, and 40,383 shares issuable upon exercise of the Pre-Funded Warrants.





68277Q105

(CUSIP Number)
03/31/2026

(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)




schemaVersion:


SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



RA Capital Management, L.P.
Signature:/s/ Peter Kolchinsky
Name/Title:By Peter Kolchinsky, Authorized Signatory
Date:04/07/2026
Peter Kolchinsky
Signature:/s/ Peter Kolchinsky
Name/Title:Peter Kolchinsky
Date:04/07/2026
Rajeev Shah
Signature:/s/ Rajeev Shah
Name/Title:Rajeev Shah
Date:04/07/2026
RA Capital Healthcare Fund, L.P.
Signature:/s/ Peter Kolchinsky
Name/Title:By RA Capital Healthcare Fund GP, LLC, its General Partner, By Peter Kolchinsky, Manager
Date:04/07/2026
Exhibit Information

Exhibit 99.1 Joint Filing Agreement