Bain Capital reports ~8.2% stake in Olema Pharmaceuticals

Rhea-AI Filing Summary

Olema Pharmaceuticals: Bain Capital Life Sciences Opportunities IV, L.P. filed an amendment to its Schedule 13G/A reporting that, as of March 31, 2026, it beneficially owned 2,960,036 shares and a pre-funded warrant exercisable for 4,513,202 shares, together representing approximately 8.2% of the common stock.

The filing states 7,473,238 shares are held with shared voting and dispositive power and that the pre-funded warrant cannot be exercised to exceed a 9.99% beneficial ownership limitation. Shares outstanding were cited as 87,156,961 as of March 11, 2026.

Insights

Institutional Ownership Analyst

Large passive stake reported with an ownership cap on exercise.

Bain Capital Life Sciences Opportunities IV reports combined holdings equal to roughly 8.2% of Olema's common stock using an 87,156,961 shares outstanding anchor. The stake includes a pre-funded warrant exercisable for 4,513,202 shares and 2,960,036 directly held shares.

The filing notes a 9.99% beneficial ownership cap that prevents exercise beyond that threshold; timing and cash‑flow treatment for any exercise are not specified in the excerpt.

Corporate Governance Specialist

Voting and disposition are reported as shared across Bain entities.

The excerpt lists 7,473,238 shares subject to shared voting and dispositive power among related Bain entities, reflecting collective control arrangements rather than sole authority. The notice names the managing entities and provides the principal business address.

Future changes in power or additional exercises would be governed by the stated 9.99% limitation; subsequent filings would disclose any exercise or changes in voting power.

Key Figures

Direct shares owned: 2,960,036 shares Pre-funded warrant: 4,513,202 shares Combined ownership percentage: 8.2% +3 more

6 metrics

Direct shares owned 2,960,036 shares Beneficial ownership as of March 31, 2026

Pre-funded warrant 4,513,202 shares Shares issuable upon exercise of pre-funded warrant

Combined ownership percentage 8.2% Approximate percent of common stock based on cited outstanding shares

Shares outstanding 87,156,961 shares Shares outstanding as of March 11, 2026 (used for calculation)

Shared voting/dispositive power 7,473,238 shares Number with shared voting and dispositive power reported

Beneficial ownership cap 9.99% Exercise restriction on the pre-funded warrant

Key Terms

pre-funded warrant, beneficially owned, shared dispositive power, Schedule 13G/A

4 terms

pre-funded warrant financial

"a pre-funded warrant to purchase up to 4,513,202 shares of Common Stock"

A pre-funded warrant is a financial instrument that gives the holder the right to buy shares of a company's stock at a set price, with most of the purchase cost already paid upfront. It functions like a nearly fully paid option, allowing investors to secure shares quickly while minimizing the amount of additional money they need to invest later. This helps investors gain ownership rights efficiently, often used to avoid certain regulatory restrictions or to prepare for future stock purchases.

beneficially owned regulatory

"the Reporting Person held 2,960,036 shares of Common Stock and a pre-funded warrant"

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.

shared dispositive power regulatory

"Shared Dispositive Power 7,473,238.00"

Schedule 13G/A regulatory

"This is being filed by Bain Capital Life Sciences Opportunities IV, L.P."

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake does Bain Capital (OLMA) report holding?

Bain Capital reports beneficial ownership of 2,960,036 shares plus a pre-funded warrant for 4,513,202 shares, totaling approximately 8.2% of common stock using the issuer's outstanding share count.

How many Olema shares were outstanding for the percentage calculation?

The percentage is based on 87,156,961 shares outstanding as of March 11, 2026, cited in the filing and used to compute the Reporting Person's approximately 8.2% stake.

What voting and disposition powers does Bain report for OLMA?

The filing discloses shared voting power and shared dispositive power over 7,473,238 shares, with no sole voting or dispositive power reported in the excerpt.

Can Bain exercise the pre-funded warrant to acquire more than 9.99%?

No. The filing expressly states the Reporting Person is prohibited from exercising the pre-funded warrant if such exercise would cause beneficial ownership to exceed 9.99% of the issued and outstanding common stock.

Which Bain entities are associated with the filing for OLMA?

The filing names the Reporting Person as Bain Capital Life Sciences Opportunities IV, L.P. and references related entities including Bain Capital Life Sciences Investors, LLC and Bain Capital Life Sciences Fund IV, L.P. as part of the control chain.

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

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Accepted by SEC EDGAR 05/15/2026 - 04:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)

OLEMA PHARMACEUTICALS, INC.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

68062P106

(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

CUSIP Number(s): 68062P106

1

Names of Reporting Persons

Bain Capital Life Sciences Opportunities IV, L.P.

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 7,473,238.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 7,473,238.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,473,238.00

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)

8.15 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: OLEMA PHARMACEUTICALS, INC.
(b)	Address of issuer's principal executive offices: 780 Brannan Street, San Francisco, California 94103
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed by Bain Capital Life Sciences Opportunities IV, L.P., a Delaware limited partnership (the "Reporting Person"). Bain Capital Life Sciences Investors, LLC, a Delaware limited liability company ("BCLSI"), is the manager of Bain Capital Life Sciences IV General Partner, LLC, a Delaware limited liability company ("BCLS Fund IV GP"), which is the general partner of Bain Capital Life Sciences Fund IV, L.P., a Delaware limited partnership ("BCLS Fund IV"), which is the sole member of Bain Capital Life Sciences Opportunities IV GP, LLC, a Delaware limited liability company (together with the Reporting Person, BCLSI, BCLS Fund IV GP and BCLS Fund IV, the "Bain Capital Life Sciences Entities"), which is the general partner of the Reporting Person. As a result, BCLSI may be deemed to share voting and dispositive power with respect to the securities held by the Reporting Person.
(b)	Address or principal business office or, if none, residence: The principal business address for each of the Bain Capital Life Sciences Entities is 200 Clarendon Street, Boston, Massachusetts 02116.
(c)	Citizenship: See Item 2(a) hereof.
(d)	Title of class of securities: Common Stock, $0.0001 par value per share
(e)	CUSIP No.: 68062P106
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: As of March 31, 2026, the Reporting Person held 2,960,036 shares of Common Stock and a pre-funded warrant to purchase up to 4,513,202 shares of Common Stock, together representing approximately 8.2% of the outstanding shares Common Stock. The Reporting Person is prohibited from exercising the pre-funded warrant if, as a result of such exercise, the Reporting Person would beneficially own more than 9.99% of the total number of shares of Common Stock then issued and outstanding immediately after giving effect to the exercise. The percentage of the outstanding shares of Common Stock held by the Reporting Person is based on (i) 87,156,961 shares of Common Stock outstanding as of March 11, 2026, as reported by the Issuer in its Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2026 and (ii) 4,513,202 shares of Common Stock issuable upon exercise of the pre-funded warrant held by the Reporting Person.
(b)	Percent of class: See Item 4(a) hereof.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 7,473,238
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 7,473,238
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
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.

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.

Bain Capital Life Sciences Opportunities IV, L.P.

Signature:	/s/ Andrew Hack
Name/Title:	Andrew Hack, Partner of Bain Capital Life Sciences Investors, LLC
Date:	05/15/2026