[SCHEDULE 13G/A] Q32 Bio Inc. Amended Passive Investment Disclosure
Point72 reports 4.95% stake in Q32 Bio Inc.
Point72 Asset Management, L.P., Point72 Capital Advisors, Inc. and Steven A. Cohen report beneficial ownership of 1,173,396 shares of Q32 Bio Inc. common stock as of June 30, 2026.
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Point72 Asset Management, L.P., Point72 Capital Advisors, Inc. and Steven A. Cohen report beneficial ownership of 1,173,396 shares of Q32 Bio Inc. common stock as of June 30, 2026. This represents 4.95% of 23,681,415 Q32 Bio shares outstanding, including shares issued in a May 26, 2026 private placement.
The reporting persons have no sole voting or dispositive power and instead report shared voting and shared dispositive power over all 1,173,396 shares through an investment fund managed by Point72 Asset Management. They state the filing should not be construed as an admission of beneficial ownership for Section 13 purposes.
Key Figures
Shares beneficially owned:1,173,396 sharesOwnership percentage:4.95%Total shares outstanding baseline:23,681,415 shares+4 more
7 metrics
Shares beneficially owned1,173,396 sharesQ32 Bio Inc. common stock beneficially owned as of June 30, 2026
Ownership percentage4.95%Percent of Q32 Bio Inc. common stock class reported by the reporting persons
Total shares outstanding baseline23,681,415 sharesQ32 Bio Inc. common stock outstanding used to calculate ownership percentage
Previously outstanding shares16,956,415 sharesCommon stock outstanding as of May 26, 2026 per May 27th report
Private placement shares6,725,000 sharesCommon stock issued in private placement entered into on May 26, 2026
Shared voting power1,173,396 sharesShares over which reporting persons have shared power to vote or direct the vote
Shared dispositive power1,173,396 sharesShares over which reporting persons have shared power to dispose or direct disposition
"the beneficial owner of the shares of Common Stock reported herein"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
shared voting powerregulatory
"Shared Voting Power 1,173,396.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
dispositive powerregulatory
"Shared Dispositive Power 1,173,396.00"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Schedule 13Gregulatory
"for the purposes of Section 13 of the Securities Exchange Act of 1934"
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.
investment management agreementfinancial
"Pursuant to an investment management agreement, Point72 Asset Management maintains investment"
An investment management agreement is a written contract that hires a professional to make buying, selling and strategy decisions for an investment account or fund, and sets out their duties, fees, risk limits, performance measures and reporting requirements. It matters to investors because the agreement determines who controls the money, how much the service costs, what risks are allowed, and how success or failure is measured—think of it as the service contract that defines expectations and remedies for a hired portfolio manager.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What percentage of QTTB (Q32 Bio Inc.) does Point72 report owning in this Schedule 13G/A?
Point72 and related reporting persons report beneficial ownership of 4.95% of Q32 Bio Inc. common stock. This is based on 1,173,396 shares out of a total of 23,681,415 shares outstanding as of June 30, 2026.
How many QTTB (Q32 Bio Inc.) shares are reported as beneficially owned by Point72?
The filing reports beneficial ownership of 1,173,396 shares of Q32 Bio Inc. common stock. All of these shares are subject to shared voting and shared dispositive power among the reporting persons through an investment fund managed by Point72 Asset Management.
Who are the reporting persons in the QTTB (Q32 Bio Inc.) Schedule 13G/A amendment?
The reporting persons are Point72 Asset Management, L.P., Point72 Capital Advisors, Inc., and Steven A. Cohen. They report beneficial ownership of Q32 Bio Inc. shares held by an investment fund managed by Point72 Asset Management, with Mr. Cohen controlling the Point72 entities.
What is the total QTTB (Q32 Bio Inc.) share count used to calculate Point72’s 4.95% stake?
The reported ownership percentage is based on 23,681,415 Q32 Bio Inc. shares outstanding. This total includes 16,956,415 shares previously outstanding and 6,725,000 shares issued in a May 26, 2026 private placement described in a May 27, 2026 report.
Does Point72 have sole or shared voting power over its QTTB (Q32 Bio Inc.) shares?
The reporting persons disclose 0 shares with sole voting power and 1,173,396 shares with shared voting power. They also report 0 shares with sole dispositive power and the same 1,173,396 shares with shared dispositive power as of June 30, 2026.
Why does the QTTB (Q32 Bio Inc.) filing note ownership of 5 percent or less of the class?
The filing indicates ownership of 4.95%, which is 5 percent or less of Q32 Bio Inc.’s common stock. This reflects that their stake is below the 5% threshold while still requiring disclosure due to prior reporting and applicable beneficial ownership rules.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Q32 Bio Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
746964105
(CUSIP Number)
06/30/2026
(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):
746964105
1
Names of Reporting Persons
Point72 Asset 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
1,173,396.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,173,396.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,173,396.00
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)
4.95 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
746964105
1
Names of Reporting Persons
Point72 Capital Advisors, 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
1,173,396.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,173,396.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,173,396.00
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)
4.95 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
746964105
1
Names of Reporting Persons
Steven A. Cohen
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
1,173,396.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,173,396.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,173,396.00
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)
4.95 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Q32 Bio Inc.
(b)
Address of issuer's principal executive offices:
830 WINTER STREET, WALTHAM, MA 02451
Item 2.
(a)
Name of person filing:
This statement is filed by: (i) Point72 Asset Management, L.P. ("Point72 Asset Management") with respect to the shares of common stock, par value $0.0001 per share ("Common Stock"), of Q32 Bio Inc. (the "Issuer") held by an investment fund it manages; (ii) Point72 Capital Advisors, Inc. ("Point72 Capital Advisors Inc.") with respect to the shares of Common Stock held by an investment fund managed by Point72 Asset Management; and (iii) Steven A. Cohen ("Mr. Cohen") with respect to the shares of Common Stock beneficially owned by Point72 Asset Management and Point72 Capital Advisors Inc.
Cubist Systematic Strategies, LLC is a relying adviser on the Form ADV of Point72 Asset Management and acts as a sub-advisor with respect to a portion of the shares of Common Stock reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of Point72 Asset Management, Point72 Capital Advisors Inc., and Mr. Cohen is 72 Cummings Point Road, Stamford, CT 06902.
(c)
Citizenship:
Point72 Asset Management is a Delaware limited partnership. Point72 Capital Advisors Inc. is a Delaware corporation. Mr. Cohen is a United States citizen.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
746964105
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 required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference. Such information is as of the close of business on June 30, 2026.
Point72 Asset Management, Point72 Capital Advisors Inc., and Mr. Cohen own directly no shares of Common Stock. Pursuant to an investment management agreement, Point72 Asset Management maintains investment and voting power with respect to the securities held by an investment fund it manages. Point72 Capital Advisors Inc. is the general partner of Point72 Asset Management. Mr. Cohen controls each of Point72 Asset Management and Point72 Capital Advisors Inc. The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the shares of Common Stock reported herein.
The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 23,681,415 shares of Common Stock outstanding, which is the sum of (i) 16,956,415 shares of Common Stock outstanding as of May 26, 2026, as reported in Exhibit 10.1 attached to the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2026 (the "May 27th 8-K"); and (ii) 6,725,000 shares of Common Stock issued in the private placement entered into on May 26, 2026, as described in the May 27th 8-K.
(b)
Percent of class:
4.95%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference. Such information is as of the close of business on June 30, 2026.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference. Such information is as of the close of business on June 30, 2026.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference. Such information is as of the close of business on June 30, 2026.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference. Such information is as of the close of business on June 30, 2026.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a).
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.
