Q32 Bio Inc. is reported to have 931,000 shares of its Common Stock, par value $0.0001 per share, beneficially owned by Opaleye, L.P., Opaleye Management Inc., and James Silverman (collectively the reporting persons). Based on 16,956,415 shares of Common Stock outstanding as of May 1, 2026, this represents 5.49% of the class.
The Fund directly holds the 931,000 shares, while Opaleye Management Inc., as investment adviser to the Fund, and James Silverman, as the controlling person of the adviser, may be deemed to share voting and dispositive power over these shares. The reporting persons disclaim that this filing constitutes an admission of beneficial ownership for purposes of Section 13 of the Securities Exchange Act of 1934 or otherwise.
Positive
None.
Negative
None.
Key Figures
Shares beneficially owned:931,000 sharesPercent of class owned:5.49%Shares outstanding baseline:16,956,415 shares+4 more
7 metrics
Shares beneficially owned931,000 sharesCommon Stock of Q32 Bio Inc. reported by the reporting persons
Percent of class owned5.49%Portion of Q32 Bio Inc. Common Stock beneficially owned
Shares outstanding baseline16,956,415 sharesCommon Stock outstanding as of May 1, 2026, from Q32 Bio Inc. Form 10-K
Sole voting power0 sharesShares over which reporting persons have sole power to vote
Shared voting power931,000 sharesShares over which reporting persons have shared power to vote
Shared dispositive power931,000 sharesShares over which reporting persons have shared power to dispose
Par value per share$0.0001 per sharePar value of Q32 Bio Inc. Common Stock
Key Terms
beneficially own, investment adviser, Sole Voting Power, Shared Dispositive Power, +1 more
5 terms
beneficially ownfinancial
"may be deemed to beneficially own the 931,000 shares of Common Stock"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
investment adviserfinancial
"The Adviser, as investment adviser to the Fund, and Mr. Silverman"
An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.
Sole Voting Powerfinancial
"5 | Sole Voting Power 0.00 6 | Shared Voting Power 931,000.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
Shared Dispositive Powerfinancial
"8 | Shared Dispositive Power 931,000.00"
Section 13 of the Securities Exchange Act of 1934regulatory
"beneficial owner of any securities covered by this statement for purposes of Section 13 of the Securities Exchange Act of 1934"
What percentage of QTTB (Q32 Bio Inc.) shares do the reporting persons hold?
The reporting persons report beneficial ownership of 5.49% of Q32 Bio Inc.’s Common Stock, based on 16,956,415 shares outstanding as of May 1, 2026, as referenced in the company’s Form 10-K.
How many QTTB (Q32 Bio Inc.) shares are reported as beneficially owned?
The reporting persons disclose beneficial ownership of 931,000 shares of Q32 Bio Inc. Common Stock. These shares are held directly by Opaleye, L.P., with shared voting and dispositive power attributed among the reporting persons.
Who are the reporting persons in this Schedule 13G/A for QTTB (Q32 Bio Inc.)?
The reporting persons are Opaleye Management Inc. (the adviser), Opaleye, L.P. (the fund holding the shares), and James Silverman, the controlling person of the adviser. They collectively report beneficial ownership of Q32 Bio Inc. shares.
How is voting power over QTTB (Q32 Bio Inc.) shares allocated among the reporting persons?
The filing indicates 0 shares with sole voting power and 931,000 shares with shared voting power. The same 931,000 shares are subject to shared dispositive power, with no sole dispositive power reported.
On what share count is the 5.49% ownership of QTTB (Q32 Bio Inc.) based?
The 5.49% ownership is calculated using 16,956,415 shares of Q32 Bio Inc. Common Stock outstanding as of May 1, 2026, as reported in the company’s Annual Report on Form 10-K filed on May 5, 2026.
Do the reporting persons admit beneficial ownership of QTTB (Q32 Bio Inc.) shares?
The reporting persons expressly state that filing this statement shall not be construed as an admission of beneficial ownership of any securities covered, for purposes of Section 13 of the Exchange Act or otherwise.
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
Opaleye Management 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
MASSACHUSETTS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
931,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
931,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
931,000.00
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)
5.49 %
12
Type of Reporting Person (See Instructions)
IA, CO
SCHEDULE 13G
CUSIP Number(s):
746964105
1
Names of Reporting Persons
Opaleye, 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
931,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
931,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
931,000.00
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)
5.49 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Based on 16,956,415 shares of Common Stock outstanding as of May 1, 2026, as reported by Q32 Bio Inc. in its Annual Report on Form 10-K filed with the SEC on May 5, 2026.
SCHEDULE 13G
CUSIP Number(s):
746964105
1
Names of Reporting Persons
James Silverman
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
931,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
931,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
931,000.00
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)
5.49 %
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) Opaleye Management Inc. (the "Adviser"), (ii) Opaleye, L.P. (the "Fund"), and (iii) James Silverman (collectively, the "Reporting Persons"). The Fund directly holds 931,000 shares of Common Stock, par value $0.0001 per share (the "Common Stock"), of Q32 Bio Inc. (the "Issuer"). The Adviser, as investment adviser to the Fund, and Mr. Silverman, as the controlling person of the Adviser, may be deemed to beneficially own the 931,000 shares of Common Stock held directly by the Fund. The filing of this statement shall not be construed as an admission that any Reporting Person is the beneficial owner of any securities covered by this statement for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or otherwise.
(b)
Address or principal business office or, if none, residence:
One Boston Place, 26th Floor, Boston, MA 02108
(c)
Citizenship:
Opaleye Management Inc. - Massachusetts Opaleye, L.P. - Delaware James Silverman - United States
(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:
931,000.00
(b)
Percent of class:
5.49 %
(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:
931,000.00
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
931,000.00
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.
Opaleye Management Inc.
Signature:
/s/ James Silverman
Name/Title:
President
Date:
07/31/2026
Opaleye, L.P.
Signature:
/s/ James Silverman
Name/Title:
General Partner
Date:
07/31/2026
James Silverman
Signature:
/s/ James Silverman
Name/Title:
Individually
Date:
07/31/2026
Exhibit Information
Exhibit 99.1 Joint Filing Agreement by and among the reporting persons
