Replimune Group, Inc. Schedule 13G discloses that Suvretta Capital Management, LLC and affiliated reporting person Aaron Cowen each report beneficial ownership of 4,221,836 shares of Replimune common stock, representing 5.1% of the class.
The filing states the shares are owned by advisory clients of Suvretta, with shared voting and dispositive power of 4,221,836 shares and no sole voting or dispositive power. The reporting persons disclaim beneficial ownership except to the extent of pecuniary interest.
Positive
None.
Negative
None.
Insights
Suvretta reports a 5.1% stake via shared voting/dispositive power.
The filing lists 4,221,836 shares and a 5.1% stake held in advisory client accounts, with shared voting and dispositive authority. This reflects an institutional position aggregated under an investment adviser structure rather than direct sole control.
Cash‑flow treatment and sale intentions are not stated; subsequent filings or transactions would reveal whether this creates supply pressure or strategic engagement.
Shared power and disclaimer language indicate manager-level control, not exclusive ownership.
The report shows 0 shares of sole voting/dispositive power and 4,221,836 shares of shared power, and includes a standard disclaimer of beneficial ownership. This signals the adviser acts for clients rather than holding proprietary stake.
Watch for amendments or Form 4/13D filings that would change the ownership profile or reveal active engagement; timing not specified in the excerpt.
Key Figures
Reported shares beneficially owned:4,221,836 sharesPercent of class:5.1%Sole voting power:0 shares+1 more
4 metrics
Reported shares beneficially owned4,221,836 sharesAmount reported for Suvretta Capital Management, LLC and Aaron Cowen
Percent of class5.1%Percent of common stock represented by 4,221,836 shares
Sole voting power0 sharesSole voting power reported as of filing
Shared voting/dispositive power4,221,836 sharesShared power to vote and dispose reported by each reporting person
"Schedule 13G discloses that Suvretta Capital Management, LLC"
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 powerregulatory
"Shared dispositive power 4,221,836.00"
beneficial ownershipfinancial
"Amount beneficially owned: Suvretta Capital Management, LLC - 4,221,836"
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.
disclaims beneficial ownershiplegal
"Each Reporting Person disclaims beneficial ownership of the reported securities"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Replimune Group, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
76029N106
(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):
76029N106
1
Names of Reporting Persons
Suvretta Capital Management, 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
4,221,836.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,221,836.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,221,836.00
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)
5.1 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP Number(s):
76029N106
1
Names of Reporting Persons
Aaron Cowen
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
4,221,836.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,221,836.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,221,836.00
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)
5.1 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Replimune Group, Inc.
(b)
Address of issuer's principal executive offices:
500 Unicorn Park, Woburn, MA, 01801
Item 2.
(a)
Name of person filing:
Suvretta Capital Management, LLC
Aaron Cowen
(b)
Address or principal business office or, if none, residence:
Suvretta Capital Management, LLC
540 Madison Avenue, 7th Floor
New York, New York 10022
United States of America
Aaron Cowen
c/o Suvretta Capital Management, LLC
540 Madison Avenue, 7th Floor
New York, New York 10022
(c)
Citizenship:
Suvretta Capital Management, LLC - Delaware
Aaron Cowen - United States
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP Number(s):
76029N106
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:
Suvretta Capital Management, LLC - 4,221,836
Aaron Cowen - 4,221,836
(b)
Percent of class:
Suvretta Capital Management, LLC - 5.1%
Aaron Cowen - 5.1%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Suvretta Capital Management, LLC - 0
Aaron Cowen - 0
(ii) Shared power to vote or to direct the vote:
Suvretta Capital Management, LLC - 4,221,836
Aaron Cowen - 4,221,836
(iii) Sole power to dispose or to direct the disposition of:
Suvretta Capital Management, LLC - 0
Aaron Cowen - 0
(iv) Shared power to dispose or to direct the disposition of:
Suvretta Capital Management, LLC - 4,221,836
Aaron Cowen - 4,221,836
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.
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.
All of the securities reported in this Schedule 13G are directly owned by advisory clients of Suvretta Capital Management, LLC. None of those advisory clients may be deemed to beneficially own more than 5% of the Common Stock, par value $0.001 per share.
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.
Please see Exhibit B attached hereto.
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.
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.
Suvretta Capital Management, LLC
Signature:
/s/ Andrew Nathanson
Name/Title:
Andrew Nathanson, General Counsel and Chief Compliance Officer
Date:
05/12/2026
Aaron Cowen
Signature:
/s/ Aaron Cowen
Name/Title:
Aaron Cowen
Date:
05/12/2026
Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.
Exhibit Information
Exhibit A - Joint Filing Agreement
Exhibit B - Control Person Identification
