STOCK TITAN

ARCH venture funds disclose 15%+ Sana Biotechnology (SANA) ownership in updated filing

(Neutral)
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Sana Biotechnology, Inc. received an updated ownership report from a group of ARCH venture funds and related entities, plus several individual managers, regarding their holdings of Sana common stock.

As of June 30, 2026, the ARCH-related reporting persons collectively report beneficial ownership or shared power over 45,860,681 shares of Sana common stock, representing 15.3% of the class, based on 299,360,637 shares outstanding as of August 3, 2026. One manager, Robert Nelsen, also holds vested options for 298,591 shares, 1,353 fully vested RSUs, and a related family trust holds 12,500 shares, bringing his reported beneficial ownership to 46,173,125 shares, or 15.4% of the class, assuming exercise of his vested options. The filing details how voting and dispositive power over these shares is shared among multiple ARCH funds, general partners and investment committee members, and includes standard disclaimers that each reporting person only admits beneficial ownership of shares held of record in its or his own name.

Positive

  • None.

Negative

  • None.
ARCH-related shares owned 45,860,681 shares Shares of Sana common stock reported as beneficially owned with shared power
Ownership percentage 15.3% Portion of Sana common stock class attributed to most reporting persons
Shares outstanding 299,360,637 shares Sana common stock outstanding as of August 3, 2026
Nelsen vested options 298,591 shares Vested options to purchase Sana common stock held by Robert Nelsen
Nelsen vested RSUs 1,353 RSUs Fully vested restricted stock units held by Robert Nelsen
Family trust holdings 12,500 shares Shares of Sana common stock held by Enzo Family Trust of 2015
Nelsen total beneficial stake 46,173,125 shares Beneficial ownership for Robert Nelsen assuming option exercise
Nelsen ownership percentage 15.4% Percentage of Sana common stock class attributed to Robert Nelsen
beneficially own financial
"may be deemed to beneficially own the AVF IX Shares"
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.
restricted stock units financial
"Nelsen is a holder of vested options to purchase 298,591 shares of Common Stock and 1,353 fully vested restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dispositive power financial
"share the power to direct the disposition and vote of the IX Record Shares"
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.
record owner financial
"AVF IX is the record owner of 10,667,387 shares of Common Stock"
Powers of Attorney regulatory
"executed by Mark McDonnell pursuant to Powers of Attorney filed as Exhibit 24.0 and Exhibit 24.1"
A power of attorney is a legal document that lets one person give another the authority to act on their behalf for specified tasks, such as handling bank accounts, signing contracts, or making medical decisions. For investors it matters because it determines who can buy, sell, or manage assets and make binding decisions during illness or absence—think of it as appointing a trusted agent to handle your financial and personal paperwork when you cannot. Keepers of these powers can affect ownership, voting, and access to funds.

FAQ

How much of Sana Biotechnology (SANA) do the ARCH funds report owning?

The ARCH-related reporting persons report 45,860,681 shares of Sana common stock, representing 15.3% of the outstanding class, based on 299,360,637 shares outstanding as of August 3, 2026.

Which ARCH entities are reporting ownership in Sana Biotechnology (SANA)?

The report lists multiple ARCH funds and affiliates, including ARCH Venture Fund IX, L.P., ARCH Venture Fund IX Overage, L.P., ARCH Venture Fund X, L.P., ARCH Venture Fund X Overage, L.P., and their related general partners and LLC managers.

What is Robert Nelsen’s reported stake in Sana Biotechnology (SANA)?

Robert Nelsen’s reported beneficial ownership totals 46,173,125 shares, or 15.4% of Sana’s common stock, assuming exercise of 298,591 vested options, plus 1,353 vested RSUs and 12,500 shares held by a family trust.

How is the ownership structure described for Sana Biotechnology (SANA) shares?

Record ownership is held by specific ARCH funds such as AVF IX, AVF IX Overage, AVF X and AVF X Overage, while various ARCH general partner entities and investment committee members may be deemed to share voting and dispositive power.

On what share count is the ownership percentage in Sana Biotechnology (SANA) based?

The ownership percentages are calculated using 299,360,637 shares of Sana common stock outstanding as of August 3, 2026, as reported by the company in its Form 10-Q filed on August 10, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates





799566104

(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





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SCHEDULE 13G



ARCH Venture Fund IX, L.P.
Signature:/s/ ARCH Venture Partners IX, L.P.
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell*
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Fund IX Overage, L.P.
Signature:/s/ ARCH Venture Partners IX Overage, L.P.
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ ARCH Venture Partners IX, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Fund X, L.P.
Signature:/s/ ARCH Venture Partners X, L.P.
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ ARCH Venture Partners X, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Fund X Overage, L.P.
Signature:/s/ ARCH Venture Partners X Overage, L.P.
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ ARCH Venture Partners X, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Partners IX, L.P.
Signature:/s/ ARCH Venture Partners IX, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Partners IX Overage, L.P.
Signature:/s/ ARCH Venture Partners IX, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Partners X Overage, L.P.
Signature:/s/ ARCH Venture Partners X, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Partners X, L.P.
Signature:/s/ ARCH Venture Partners X, LLC
Name/Title:its General Partner
Date:08/14/2026
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Partners IX, LLC
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
ARCH Venture Partners X, LLC
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell, Managing Director
Date:08/14/2026
Keith Crandell
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Keith Crandell
Date:08/14/2026
Clinton Bybee
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Clinton Bybee
Date:08/14/2026
Robert Nelsen
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Robert Nelsen
Date:08/14/2026
Steven Gillis
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Steven Gillis
Date:08/14/2026
Kristina Burow
Signature:/s/ Mark McDonnell
Name/Title:Mark McDonnell as Attorney-in-Fact for Kristina Burow
Date:08/14/2026

Comments accompanying signature: * This Schedule 13G was executed by Mark McDonnell pursuant to Powers of Attorney filed as Exhibit 24.0 and Exhibit 24.1 to the Form 3 relating to the beneficial ownership of shares of Sana Biotechnology, Inc. by certain of the Reporting Persons filed with the Securities and Exchange Commission on February 3, 2021 and incorporated herein in its entirety by reference and Powers of Attorney filed as Exhibit 24 to the Form 3 relating to the beneficial ownership of shares of Gossamer Bio, Inc. by certain of the Reporting Persons filed with the Securities and Exchange Commission on February 7, 2019 and incorporated herein in its entirety by reference.