Perceptive funds detail Freenome, Inc. (PCSC) stake from business combination
Rhea-AI Filing Summary
Freenome, Inc. reports that Perceptive Life Sciences Master Fund Ltd, Perceptive Advisors LLC and Joseph Edelman have filed an initial statement of beneficial ownership as 10% owners. The common stock reported corresponds to Legacy Freenome Series B, C, D and F preferred shares on an as-converted basis in connection with a business combination between Freenome Holdings, Inc. and Perceptive Capital Solutions Corp. under a Business Combination Agreement dated December 5, 2025. Perceptive Advisors and Mr. Edelman disclaim beneficial ownership beyond their indirect pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
PERCEPTIVE ADVISORS LLC, PERCEPTIVE LIFE SCIENCES MASTER FUND LTD, EDELMAN JOSEPH
Role
10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Common Stock F1, F2 | -- | -- | -- |
| holding | Common Stock F3, F2 | -- | -- | -- |
| holding | Common Stock F4, F2 | -- | -- | -- |
| holding | Common Stock F5, F2 | -- | -- | -- |
Holdings After Transaction:
Common Stock — 5,371,847 shares (Direct)
Footnotes (5)
- F1. Represents shares of common stock of the Issuer corresponding to shares of Series B Preferred Stock of Freenome Holdings, Inc. held by the Reporting Persons, on an as-converted basis, in connection with the business combination between Freenome Holdings, Inc. and Perceptive Capital Solutions Corp. pursuant to the Business Combination Agreement, dated as of December 5, 2025 (the "Business Combination").
- F2. The securities are directly held by Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of the Master Fund. Joseph Edelman ("Mr. Edelman") serves as the managing member of the Advisor. Each of Mr. Edelman and the Advisor disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of their indirect pecuniary interest therein, and this report shall not be deemed an admission that the Advisor or Mr. Edelman is a beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3. Represents shares of common stock of the Issuer corresponding to shares of Legacy Freenome Series C Preferred Stock held by the Reporting Persons, on an as-converted basis, in connection with the Business Combination.
- F4. Represents shares of common stock of the Issuer corresponding to shares of Legacy Freenome Series D Preferred Stock held by the Reporting Persons, on an as-converted basis, in connection with the Business Combination.
- F5. Represents shares of common stock of the Issuer corresponding to shares of Legacy Freenome Series F Preferred Stock held by the Reporting Persons, on an as-converted basis, in connection with the Business Combination.
Key Figures
Holding entries: 4
Reporting persons: 3
Business Combination Agreement date: December 5, 2025
3 metrics
Holding entries
4
Number of Common Stock holding rows reported in the Form 3
Reporting persons
3
Perceptive Advisors LLC, Perceptive Life Sciences Master Fund Ltd, Joseph Edelman
Business Combination Agreement date
December 5, 2025
Date of agreement between Freenome Holdings, Inc. and Perceptive Capital Solutions Corp.
Key Terms
Business Combination Agreement, as-converted basis, beneficial ownership, pecuniary interest
4 terms
Business Combination Agreement regulatory
"pursuant to the Business Combination Agreement, dated as of December 5, 2025"
A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.
as-converted basis financial
"shares of common stock of the Issuer corresponding to shares ... on an as-converted basis"
As-converted basis means counting securities that can become common stock—like convertible bonds or preferred shares—as if they already were common shares when calculating totals such as shares outstanding, ownership percentages, or per-share metrics. Investors use it to see the potential dilution and the “what-if” size of the shareholder base; it’s like imagining all restaurant coupons have been redeemed so you know how crowded the table could become and how slices of the pie would shrink.
beneficial ownership regulatory
"disclaims, for purposes of Section 16 ... beneficial ownership of such securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of their indirect pecuniary interest therein"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
Who are the reporting persons in the PCSC/Freenome Form 3 filing?
The reporting persons are Perceptive Advisors LLC, Perceptive Life Sciences Master Fund Ltd, and Joseph Edelman. Each is identified as a 10% owner of Freenome, Inc. for Section 16 purposes in this initial ownership report.
How are Perceptive funds connected to Freenome, Inc. (PCSC context)?
The securities are directly held by Perceptive Life Sciences Master Fund Ltd, with Perceptive Advisors LLC as investment manager and Joseph Edelman as managing member. They report Freenome common stock corresponding to several Legacy Freenome preferred series on an as-converted basis.