Citigroup entities filed an amended Schedule 13G/A disclosing collective beneficial ownership of 14,636,273 ordinary shares of PureTech Health plc, representing 6.0% of the class as reported. The filing lists shared voting and dispositive power over the shares and identifies the chain of subsidiaries.
Positive
None.
Negative
None.
Insights
Large passive stake disclosed by Citigroup group.
The filing reports 14,636,273 shares held with 6.0% ownership and indicates shared voting and dispositive power across several Citigroup entities. The disclosure follows the Schedule 13G/A format for large passive holdings.
The filing also documents the ownership chain—CGML, CGMHBL, CFP, CGM Holdings and Citigroup—which clarifies reporting responsibility; timing and trading activity are not detailed in the excerpt.
Subsidiary chain and power allocation are explicitly identified.
The report states that shared voting and dispositive power rests with the Citigroup entities and provides the subsidiaries' citizenship and addresses. This assignment of shared powers is typical for institutional custodial or cross‑entity arrangements.
The filing includes certification regarding foreign regulatory comparability and signed attestations dated 05/11/2026.
Key Figures
Beneficial ownership:14,636,273 sharesPercent of class:6.0%CUSIP:G7297M101+2 more
5 metrics
Beneficial ownership14,636,273 sharesAmount beneficially owned reported on Schedule 13G/A
Percent of class6.0%Percent of ordinary shares outstanding as reported
CUSIPG7297M101Identifier for PureTech Health plc ordinary shares
Cover date03/31/2026Date shown on the cover excerpt
Signature dates05/11/2026Dates of signed certifications on the amendment
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.
Foreign Financial Institutionregulatory
"Foreign Financial Institution certification of regulatory comparability"
shared dispositive powerfinancial
"Shared dispositive power: 14,636,273.00"
beneficially ownedfinancial
"Amount beneficially owned: 14,636,273"
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.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
PureTech Health plc
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
G7297M101
(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):
G7297M101
1
Names of Reporting Persons
CITIGROUP 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,636,273.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,636,273.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,636,273.00
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)
6.0 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
G7297M101
1
Names of Reporting Persons
Citigroup Global Markets Holdings 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
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,636,273.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,636,273.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,636,273.00
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)
6.0 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
G7297M101
1
Names of Reporting Persons
Citigroup Financial Products 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
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,636,273.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,636,273.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,636,273.00
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)
6.0 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
G7297M101
1
Names of Reporting Persons
Citigroup Global Markets Holdings Bahamas Ltd
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
BAHAMAS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,636,273.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,636,273.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,636,273.00
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)
6.0 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
CUSIP Number(s):
G7297M101
1
Names of Reporting Persons
Citigroup Global Markets Ltd
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 KINGDOM
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
14,636,273.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,636,273.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,636,273.00
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)
6.0 %
12
Type of Reporting Person (See Instructions)
FI
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
PureTech Health plc
(b)
Address of issuer's principal executive offices:
6 TIDE STREET, SUITE 400, BOSTON, MASSACHUSETTS, 02210.
Item 2.
(a)
Name of person filing:
Citigroup Global Markets Limited ("CGML"), Citigroup Global Markets Holdings Bahamas Limited ("CGMHBL"), Citigroup Financial Products Inc. ("CFP"), Citigroup Global Markets Holdings Inc. ("CGM Holdings"), Citigroup Inc. ("Citigroup").
(b)
Address or principal business office or, if none, residence:
CGML: 25 Canada Square, London E14 5LB, United Kingdom. CGMHBL: Ocean Center, Montagu Foreshore, East Bay Street Nassau, New Providence Bahamas 19084. CFP, CGM Holdings and Citigroup: 388 Greenwich Street, New York, NY 10013.
(c)
Citizenship:
CGML is chartered and headquartered in England. CGMHBL is chartered and headquartered in the Bahamas. CGM Holdings is a New York corporation. CFP and Citigroup are Delaware corporations.
(d)
Title of class of securities:
Ordinary Shares
(e)
CUSIP No.:
G7297M101
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).
Foreign Financial Institution
Item 4.
Ownership
(a)
Amount beneficially owned:
14,636,273
(b)
Percent of class:
6.0%
(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:
14,636,273
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
14,636,273
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.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
CGMHBL is the sole stockholder of CGML. CFP is the sole stockholder of CGMHBL. CGM Holdings is the sole stockholder of CFP. Citigroup is the sole stockholder of CGM Holdings.
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 acquired and are held in the ordinary course of business and 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.
By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Foreign Financial Institution is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.
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.
What stake did Citigroup report in PureTech Health plc (PRTC)?
Citigroup reported beneficial ownership of 14,636,273 ordinary shares, equal to 6.0% of the class. The filing lists shared voting and shared dispositive power over those shares across the Citigroup entities.
Which Citigroup entities are named in the Schedule 13G/A for PRTC?
The filing names Citigroup Inc., Citigroup Global Markets Holdings Inc., Citigroup Financial Products Inc., Citigroup Global Markets Holdings Bahamas Ltd, and Citigroup Global Markets Ltd as reporting persons in the exhibit.
Does the filing indicate how Citigroup acquired the PureTech shares?
The excerpt discloses ownership amounts and authority (shared voting/dispositive power) but does not describe acquisition method or transaction dates. It identifies the subsidiary ownership chain instead of specific purchase details.
What voting and disposition powers does the filing show for the PRTC shares?
The filing states 0 shares with sole voting or sole dispositive power and 14,636,273 shares with shared voting and shared dispositive power, reflecting consolidated shared control across the named Citigroup entities.
Are there signature and certification dates on the PRTC Schedule 13G/A amendment?
Yes. The filing includes signed certifications with signatures dated 05/11/2026, and an initial report date shown as 03/31/2026 on the cover excerpt.
