Prelude Therapeutics Inc disclosure: multiple Soleus-related entities and Guy Levy report aggregated ownership stakes in Prelude Therapeutics common stock. The filing lists 3,378,378 shares tied to Soleus Capital Management, L.P. and Soleus GP, LLC (each) representing 5.2% of the class, and 2,702,702 shares held by the Soleus Capital Master Fund, L.P. (representing 4.2%). The filing states 64,914,770 shares outstanding as of April 27, 2026 and includes footnotes where the reporting persons disclaim beneficial ownership of the shares held by the funds except for Section 13(d) purposes. The report is signed by Guy Levy on 07/08/2026.
Positive
None.
Negative
None.
Key Figures
Shares outstanding:64,914,770 sharesSoleus Capital Management holdings:3,378,378 sharesSoleus GP / Guy Levy holdings:3,378,378 shares+2 more
5 metrics
Shares outstanding64,914,770 sharesas of April 27, 2026
Soleus Capital Management holdings3,378,378 sharesreported beneficially owned; labeled 5.2% of class
Soleus GP / Guy Levy holdings3,378,378 sharesreported aggregate for Soleus GP, LLC and Guy Levy (5.2%)
Master Fund holdings2,702,702 sharesSoleus Capital Master Fund, L.P.; labeled 4.2% of class
Soleus Private Equity Fund III holdings675,676 sharesreported beneficially owned; labeled 1.0% of class
"Item 1. | (a) | Name of issuer: Prelude Therapeutics Inc"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
shared dispositive powerfinancial
"Shared Dispositive Power 3,378,378.00"
beneficial ownershipregulatory
"Each of ... disclaims beneficial ownership of these shares held by Soleus PE"
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.
Section 13(d)regulatory
"disclaims beneficial ownership ... other than for the purpose of determining their obligations under Section 13(d)"
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What stake does Soleus hold in Prelude Therapeutics (PRLD)?
Soleus-related entities report holdings including 3,378,378 shares (5.2%) for Soleus Capital Management and Soleus GP, LLC, and 2,702,702 shares (4.2%) for Soleus Capital Master Fund, L.P., as stated in the filing.
How many Prelude Therapeutics shares were outstanding when the percentages were calculated?
The filing cites 64,914,770 shares outstanding as of April 27, 2026, which the filing uses to compute the reported ownership percentages for the Soleus entities.
Does Guy Levy personally claim beneficial ownership of the reported shares?
Guy Levy is listed with an aggregate position of 3,378,378 shares (5.2%), but footnotes state that the reporting persons disclaim beneficial ownership of the shares held by the funds except for Section 13(d) purposes.
Which entities signed the Schedule 13G for Prelude Therapeutics?
The Schedule 13G was filed jointly by Soleus Private Equity Fund III, L.P.; Soleus Capital Master Fund, L.P.; affiliated Soleus entities; and is signed by Guy Levy as managing member on 07/08/2026.
How is voting and dispositive power reported for these holdings?
The filing reports 0 sole voting and dispositive power and lists the shared voting and shared dispositive powers tied to each entity (for example, 3,378,378 shared votes for Soleus Capital Management, L.P.).
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Prelude Therapeutics Inc
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
74065P101
(CUSIP Number)
04/21/2026
(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):
74065P101
1
Names of Reporting Persons
Soleus Private Equity Fund III, 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
675,676.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
675,676.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
675,676.00
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)
1.0 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus Private Equity Fund III, L.P. ("Soleus PE"). Soleus Private Equity GP III, LLC ("Soleus PE GP") is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, Soleus Capital Management, L.P. ("SCM ") is the investment manager for Soleus PE and for Soleus Capital Master Fund, L.P. ("Master Fund"), and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC and of Soleus GP, LLC. Each of Mr. Levy, Soleus PE GP III, LLC, Soleus PE GP, SCM and Soleus GP, LLC disclaims beneficial ownership of these shares held by Soleus PE other than for the purpose of determining their obligations under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of Prelude Therapeutics Incorporated (the "Issuer") outstanding as of April 27, 2026, as reported in the proxy statement that was filed by the Issuer with the Securities and Exchange Commission on April 29, 2026 (the "Proxy").
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus Private Equity GP III, 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
675,676.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
675,676.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
675,676.00
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)
1.0 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC and of Soleus GP, LLC. Each of Mr. Levy, Soleus PE GP III, LLC, Soleus PE GP, SCM and Soleus GP, LLC disclaims beneficial ownership of these shares held by Soleus PE other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus PE GP III, 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
675,676.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
675,676.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
675,676.00
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)
1.0 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC and of Soleus GP, LLC. Each of Mr. Levy, Soleus PE GP III, LLC, Soleus PE GP, SCM and Soleus GP, LLC disclaims beneficial ownership of these shares held by Soleus PE other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus Capital Master Fund, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,702,702.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,702,702.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,702,702.00
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)
4.2 %
12
Type of Reporting Person (See Instructions)
FI
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund, Soleus Capital Group, LLC ("SCG") is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, LLC, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus Capital, 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
2,702,702.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,702,702.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,702,702.00
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)
4.2 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, LLC, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus Capital Group, 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
2,702,702.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,702,702.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,702,702.00
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)
4.2 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Master Fund. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Soleus PE and for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of SCG and of Soleus GP, LLC. Each of SCG, Soleus Capital, LLC, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held by Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus Capital Management, 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
3,378,378.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,378,378.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,378,378.00
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)
5.2 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE and by Master Fund. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE, and Soleus GP, LLC is the sole general partner of SCM. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC, SCG and Soleus GP, LLC. Each of Soleus PE GP, Soleus PE GP III, LLC, Soleus Capital, LLC, SCG, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held directly by Soleus PE and Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Soleus GP, 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
3,378,378.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,378,378.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,378,378.00
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)
5.2 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE and by Master Fund. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP III, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE, and Soleus GP, LLC is the sole general partner of SCM. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP III, LLC, SCG and Soleus GP, LLC. Each of Soleus PE GP, Soleus PE GP III, LLC, Soleus Capital, LLC, SCG, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held directly by Soleus PE and Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
SCHEDULE 13G
CUSIP Number(s):
74065P101
1
Names of Reporting Persons
Levy Guy
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
3,378,378.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,378,378.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,378,378.00
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)
5.2 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (1) The shares reported in the table above are held directly by Soleus PE and by Master Fund. Soleus PE GP is the sole general partner of Soleus PE, Soleus PE GP II, LLC is the sole manager of Soleus PE GP, SCM is the investment manager for Soleus PE, and Soleus GP, LLC is the sole general partner of SCM. Soleus Capital, LLC is the sole general partner of Master Fund, SCG is the sole managing member of Soleus Capital, LLC, SCM is the investment manager for Master Fund, and Soleus GP, LLC is the sole general partner of SCM. Guy Levy is the sole managing member of each of Soleus PE GP II, LLC, SCG and Soleus GP, LLC. Each of Soleus PE GP, Soleus PE GP II, LLC, Soleus Capital, LLC, SCG, SCM, Soleus GP, LLC and Mr. Levy disclaims beneficial ownership of these shares held directly by Soleus PE and Master Fund other than for the purpose of determining their obligations under Section 13(d) of the Exchange Act, and the filing of this report shall not be deemed an admission that any of the foregoing persons is the beneficial owner of such shares for any other purpose.
(2) The percentage set forth in row 11 is calculated based upon 64,914,770 shares of voting common stock of the Issuer outstanding as of April 27, 2026, as set forth in the Proxy.
Soleus Private Equity Fund III, L.P.
Soleus Private Equity GP III, LLC
Soleus PE GP III, LLC
Soleus Capital Master Fund, L.P.
Soleus Capital, LLC
Soleus Capital Group, LLC
Soleus Capital Management, L.P.
Soleus GP, LLC
Guy Levy
(b)
Address or principal business office or, if none, residence:
Soleus Private Equity Fund III, L.P. 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus Private Equity GP III, LLC 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus PE GP III, LLC 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus Capital Master Fund, L.P. 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus Capital, LLC 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus Capital Group, LLC 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus Capital Management, L.P. 100 Field Point Road, Suite 200 Greenwich, CT 06830
Soleus GP, LLC 100 Field Point Road, Suite 200 Greenwich, CT 06830
Guy Levy c/o Soleus Capital Management, L.P. 100 Field Point Road, Suite 200 Greenwich, CT 06830
(c)
Citizenship:
Soleus Private Equity Fund III, L.P. - Delaware
Soleus Private Equity GP III, LLC - Delaware
Soleus PE GP III, LLC - Delaware
Soleus Capital Master Fund, L.P. - Cayman Islands
Soleus Capital, LLC - Delaware
Soleus Capital Group, LLC - Delaware
Soleus Capital Management, L.P. - Delaware
Soleus GP, LLC - Delaware
Guy Levy - United States
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP Number(s):
74065P101
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 in rows 5 through 9 and 11 on the cover pages to this Schedule 13G, including the footnotes thereto, is hereby incorporated by reference.
Soleus Private Equity Fund III, L.P. - 675,676
Soleus Private Equity GP III, LLC - 675,676
Soleus PE GP III, LLC - 675,676
Soleus Capital Master Fund, L.P. - 2,702,702
Soleus Capital, LLC - 2,702,702
Soleus Capital Group, LLC - 2,702,702
Soleus Capital Management, L.P. - 3,378,378
Soleus GP, LLC - 3,378,378
Guy Levy - 3,378,378
(b)
Percent of class:
Soleus Private Equity Fund III, L.P. - 1.0%
Soleus Private Equity GP III, LLC - 1.0%
Soleus PE GP III, LLC - 1.0%
Soleus Capital Master Fund, L.P. - 4.2%
Soleus Capital, LLC - 4.2%
Soleus Capital Group, LLC - 4.2%
Soleus Capital Management, L.P. - 5.2%
Soleus GP, LLC - 5.2%
Guy Levy - 5.2%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0.00
(ii) Shared power to vote or to direct the vote:
Soleus Private Equity Fund III, L.P. - 675,676
Soleus Private Equity GP III, LLC - 675,676
Soleus PE GP III, LLC - 675,676
Soleus Capital Master Fund, L.P. - 2,702,702
Soleus Capital, LLC - 2,702,702
Soleus Capital Group, LLC - 2,702,702
Soleus Capital Management, L.P. - 3,378,378
Soleus GP, LLC - 3,378,378
Guy Levy - 3,378,378
(iii) Sole power to dispose or to direct the disposition of:
0.00
(iv) Shared power to dispose or to direct the disposition of:
Soleus Private Equity Fund III, L.P. - 675,676
Soleus Private Equity GP III, LLC - 675,676
Soleus PE GP III, LLC - 675,676
Soleus Capital Master Fund, L.P. - 2,702,702
Soleus Capital, LLC - 2,702,702
Soleus Capital Group, LLC - 2,702,702
Soleus Capital Management, L.P. - 3,378,378
Soleus GP, LLC - 3,378,378
Guy Levy - 3,378,378
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.
Soleus Private Equity Fund III, L.P.
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member of the Sole Manager of the General Partner of Soleus Private Equity Fund III, L.P.
Date:
07/08/2026
Soleus Private Equity GP III, LLC
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member of the Sole Manager of Soleus Private Equity GP III, LLC
Date:
07/08/2026
Soleus PE GP III, LLC
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member
Date:
07/08/2026
Soleus Capital Master Fund, L.P.
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member of the Managing Member of the General Partner of Soleus Capital Master Fund, L.P.
Date:
07/08/2026
Soleus Capital, LLC
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member of the Managing Member of Soleus Capital, LLC
Date:
07/08/2026
Soleus Capital Group, LLC
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member
Date:
07/08/2026
Soleus Capital Management, L.P.
Signature:
/s/ Guy Levy
Name/Title:
Guy Levy, Managing Member of the General Partner of Soleus Capital Management, L.P.
