Avidity Partners and affiliates reported a significant passive stake in Scynexis, Inc. common stock on Schedule 13G/A (Amendment No. 8). The group, including Avidity Partners Management LP and Michael Gregory, is shown as beneficially owning 4,426,565 shares, representing 9.9% of Scynexis’s common stock as of the event date.
The holdings are largely split between Avidity Master Fund LP with 852,750 shares (2.0% of the class) and Avidity Private Master Fund I LP with 3,573,815 shares (8.1% of the class), over which the reporting persons share voting and dispositive power. They certify the securities were not acquired to change or influence control of Scynexis.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 8)
Scynexis, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
811292200
(CUSIP Number)
12/31/2025
(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)
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Avidity Partners Management LP
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
4,426,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,426,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,426,565.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Avidity Partners Management (GP) 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
4,426,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,426,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,426,565.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Avidity Capital Partners Fund (GP) LP
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
4,426,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,426,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,426,565.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Avidity Capital Partners (GP) 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
4,426,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,426,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,426,565.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Avidity Master Fund LP
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
852,750.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
852,750.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
852,750.00
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)
2.0 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Avidity Private Master Fund I LP
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,573,815.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,573,815.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,573,815.00
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)
8.1 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
811292200
1
Names of Reporting Persons
Michael Gregory
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
4,426,565.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,426,565.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,426,565.00
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)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Scynexis, Inc.
(b)
Address of issuer's principal executive offices:
1 Evertrust Plaza, 13th Floor, Jersey City, New Jersey 07302-6548
Item 2.
(a)
Name of person filing:
Avidity Partners Management LP
Avidity Partners Management (GP) LLC
Avidity Capital Partners Fund (GP) LP
Avidity Capital Partners (GP) LLC
Avidity Master Fund LP
Avidity Private Master Fund I LP
Michael Gregory
(b)
Address or principal business office or, if none, residence:
Avidity Partners Management LP
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
Avidity Partners Management (GP) LLC
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
Avidity Capital Partners Fund (GP) LP
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
Avidity Capital Partners (GP) LLC
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
Avidity Master Fund LP
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
Avidity Private Master Fund I LP
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
Michael Gregory
c/o Avidity Partners Management LP
2828 N Harwood Street, Suite 1220
Dallas, Texas 75201
United States of America
(c)
Citizenship:
Avidity Partners Management LP - Delaware
Avidity Partners Management (GP) LLC - Delaware
Avidity Capital Partners Fund (GP) LP - Delaware
Avidity Capital Partners (GP) LLC - Delaware
Avidity Master Fund LP - Cayman Islands
Avidity Private Master Fund I LP - Cayman Islands
Michael Gregory - United States
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
811292200
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:
Avidity Partners Management LP - 4,426,565
Avidity Partners Management (GP) LLC - 4,426,565
Avidity Capital Partners Fund (GP) LP - 4,426,565
Avidity Capital Partners (GP) LLC - 4,426,565
Avidity Master Fund LP - 852,750
Avidity Private Master Fund I LP - 3,573,815
Michael Gregory - 4,426,565
(b)
Percent of class:
Avidity Partners Management LP - 9.9%
Avidity Partners Management (GP) LLC - 9.9%
Avidity Capital Partners Fund (GP) LP - 9.9%
Avidity Capital Partners (GP) LLC - 9.9%
Avidity Master Fund LP - 2.0%
Avidity Private Master Fund I LP - 8.1%
Michael Gregory - 9.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Avidity Partners Management LP - 0
Avidity Partners Management (GP) LLC - 0
Avidity Capital Partners Fund (GP) LP - 0
Avidity Capital Partners (GP) LLC - 0
Avidity Master Fund LP - 0
Avidity Private Master Fund I LP - 0
Michael Gregory - 0
(ii) Shared power to vote or to direct the vote:
Avidity Partners Management LP - 4,426,565
Avidity Partners Management (GP) LLC - 4,426,565
Avidity Capital Partners Fund (GP) LP - 4,426,565
Avidity Capital Partners (GP) LLC - 4,426,565
Avidity Master Fund LP - 852,750
Avidity Private Master Fund I LP - 3,573,815
Michael Gregory - 4,426,565
(iii) Sole power to dispose or to direct the disposition of:
Avidity Partners Management LP - 0
Avidity Partners Management (GP) LLC - 0
Avidity Capital Partners Fund (GP) LP - 0
Avidity Capital Partners (GP) LLC - 0
Avidity Master Fund LP - 0
Avidity Private Master Fund I LP - 0
Michael Gregory - 0
(iv) Shared power to dispose or to direct the disposition of:
Avidity Partners Management LP - 4,426,565
Avidity Partners Management (GP) LLC - 4,426,565
Avidity Capital Partners Fund (GP) LP - 4,426,565
Avidity Capital Partners (GP) LLC - 4,426,565
Avidity Master Fund LP - 852,750
Avidity Private Master Fund I LP - 3,573,815
Michael Gregory - 4,426,565
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.
All of the securities reported in this Schedule 13G Amendment No. 8 are directly owned by advisory clients of Avidity Partners Management LP. None of those advisory clients, other than Avidity Private Master Fund I LP, 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 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.
Avidity Partners Management LP
Signature:
By: Avidity Partners Management (GP) LLC, its general partner, By: /s/ Michael Gregory
Name/Title:
Michael Gregory, Managing Member
Date:
02/17/2026
Avidity Partners Management (GP) LLC
Signature:
/s/ Michael Gregory
Name/Title:
Michael Gregory, Managing Member
Date:
02/17/2026
Avidity Capital Partners Fund (GP) LP
Signature:
By: Avidity Capital Partners (GP) LLC, its general, By: /s/ Michael Gregory
Name/Title:
Michael Gregory, Managing Member
Date:
02/17/2026
Avidity Capital Partners (GP) LLC
Signature:
By: Avidity Capital Partners (GP) LLC, its general partner, By: /s/ Michael Gregory
Name/Title:
Michael Gregory, Managing Member
Date:
02/17/2026
Avidity Master Fund LP
Signature:
By: Avidity Capital Partners Fund (GP) LP, its general partner, By: Avidity Capital Partners (GP) LLC, its general partner, By: /s/ Michael Gregory
Name/Title:
Michael Gregory, Managing Member
Date:
02/17/2026
Avidity Private Master Fund I LP
Signature:
By: Avidity Capital Partners Fund (GP) LP, its general partner, By: Avidity Capital Partners (GP) LLC, its general partner, By: /s/ Michael Gregory
Name/Title:
Michael Gregory, Managing Member
Date:
02/17/2026
Michael Gregory
Signature:
/s/ Michael Gregory
Name/Title:
Michael Gregory
Date:
02/17/2026
Comments accompanying signature: * Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his 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 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]
What ownership stake in Scynexis (SCYX) does Avidity report in this Schedule 13G/A?
Avidity Partners and related entities report beneficial ownership of 4,426,565 Scynexis common shares, equal to 9.9% of the class. These shares are held across advisory clients, primarily Avidity Master Fund LP and Avidity Private Master Fund I LP, with shared voting and dispositive power.
Which Avidity funds hold Scynexis (SCYX) shares and in what amounts?
Avidity Master Fund LP holds 852,750 Scynexis shares, representing 2.0% of the class. Avidity Private Master Fund I LP holds 3,573,815 shares, representing 8.1%. Advisory clients of Avidity Partners Management LP directly own all reported securities, with Avidity entities reporting shared voting and dispositive power.
Does Avidity intend to influence control of Scynexis (SCYX) with this stake?
The reporting persons certify the Scynexis securities were not acquired and are not held to change or influence control of the issuer. They also state the holdings are not in connection with any control-related transaction, other than activities solely tied to a nomination under Rule 240.14a-11.
Who are the reporting persons in the Scynexis (SCYX) Schedule 13G/A Amendment No. 8?
The reporting persons are Avidity Partners Management LP, Avidity Partners Management (GP) LLC, Avidity Capital Partners Fund (GP) LP, Avidity Capital Partners (GP) LLC, Avidity Master Fund LP, Avidity Private Master Fund I LP, and Michael Gregory, each reporting specified beneficial ownership and shared voting and dispositive powers.
What percentage of Scynexis (SCYX) does Michael Gregory report beneficially owning?
Michael Gregory reports beneficial ownership of 4,426,565 Scynexis common shares, representing 9.9% of the class. He has no sole voting or dispositive power, but shares voting and dispositive power over these shares, and disclaims beneficial ownership beyond his pecuniary interest.