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Perceptive Life Sciences fund acquires 8.9M SLDB pre-funded warrants in Solid Biosciences (SLDB)

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Solid Biosciences Inc. reported that entities associated with Perceptive Advisors received a grant of pre-funded warrants to acquire 8,912,655 shares of Common Stock. These pre-funded warrants carry a de minimis exercise price of $0.001 per share and were acquired at $5.609 per warrant.

The warrants are directly held by Perceptive Life Sciences Master Fund Ltd., with Perceptive Advisors LLC serving as its investment manager and Joseph Edelman as managing member of the Advisor. The warrants do not expire and are subject to a 9.99% Beneficial Ownership Limitation on exercise. The reporting persons disclaim beneficial ownership beyond any indirect pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider PERCEPTIVE ADVISORS LLC, EDELMAN JOSEPH, PERCEPTIVE LIFE SCIENCES MASTER FUND LTD
Role Director, 10% Owner | Director, 10% Owner | Director, 10% Owner
Type Security Shares Price Value
Grant/Award Pre-Funded Warrant (right to buy) 8,912,655 $5.609 $49.99M
Holdings After Transaction: Pre-Funded Warrant (right to buy) — 8,912,655 shares (Indirect, See footnote)
Footnotes (1)
  1. The terms of the Pre-Funded Warrants provide that such warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 9.99% of the shares of Common Stock then issued and outstanding after giving effect to such exercise (the "Beneficial Ownership Limitation"). As of the date hereof, the Beneficial Ownership Limitation does not permit the Master Fund (as defined herein) to exercise any of its Warrants. The Pre-Funded Warrants do not expire. The securities are directly held by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of Master Fund. Joseph Edelman is the managing member of the Advisor. Each of Mr. Edelman, the Advisor, and the Master Fund disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
PERCEPTIVE ADVISORS LLC
(Last) (First) (Middle)
51 ASTOR PLACE, 10TH FLOOR
(Street)
NEW YORK NY 10003
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Solid Biosciences Inc. [ SLDB ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Pre-Funded Warrant (right to buy) $0.001 03/09/2026 A 8,912,655 03/09/2026(1) (2) Common Stock 8,912,655 $5.609 8,912,655 I See footnote(3)(4)
1. Name and Address of Reporting Person*
PERCEPTIVE ADVISORS LLC
(Last) (First) (Middle)
51 ASTOR PLACE, 10TH FLOOR
(Street)
NEW YORK NY 10003
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
EDELMAN JOSEPH
(Last) (First) (Middle)
51 ASTOR PLACE, 10TH FLOOR
(Street)
NEW YORK NY 10003
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PERCEPTIVE LIFE SCIENCES MASTER FUND LTD
(Last) (First) (Middle)
51 ASTOR PLACE, 10TH FLOOR
(Street)
NEW YORK NY 10003
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The terms of the Pre-Funded Warrants provide that such warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 9.99% of the shares of Common Stock then issued and outstanding after giving effect to such exercise (the "Beneficial Ownership Limitation"). As of the date hereof, the Beneficial Ownership Limitation does not permit the Master Fund (as defined herein) to exercise any of its Warrants.
2. The Pre-Funded Warrants do not expire.
3. The securities are directly held by Perceptive Life Sciences Master Fund Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of Master Fund. Joseph Edelman is the managing member of the Advisor.
4. Each of Mr. Edelman, the Advisor, and the Master Fund disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
/s/ Joseph Edelman - for Perceptive Advisors LLC, By: Joseph Edelman, its managing member 03/11/2026
/s/ Joseph Edelman - for Perceptive Life Sciences Master Fund Ltd., By: Perceptive Advisors LLC, its investment manager, By: Joseph Edelman, its managing member 03/11/2026
/s/ Joseph Edelman 03/11/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Perceptive entities report for Solid Biosciences (SLDB)?

Perceptive Life Sciences Master Fund Ltd. received a grant of pre-funded warrants for 8,912,655 Solid Biosciences common shares. The warrants were acquired at $5.609 per warrant and give a right to buy common stock at a $0.001 exercise price.

Who actually holds the new Solid Biosciences pre-funded warrants linked to Perceptive Advisors?

The pre-funded warrants are directly held by Perceptive Life Sciences Master Fund Ltd. Perceptive Advisors LLC acts as investment manager to the Master Fund, and Joseph Edelman is the managing member of Perceptive Advisors, according to the filing footnotes.

What are the key terms of the Solid Biosciences pre-funded warrants acquired by Perceptive?

The pre-funded warrants entitle the holder to buy 8,912,655 Solid Biosciences common shares at an exercise price of $0.001 per share. They were acquired at $5.609 per warrant and, per the disclosure, these pre-funded warrants do not expire.

What is the 9.99% Beneficial Ownership Limitation mentioned for SLDB warrants?

The filing states the pre-funded warrants cannot be exercised if, after exercise, the reporting persons would beneficially own more than 9.99% of Solid Biosciences common stock outstanding. As of the filing date, this limitation prevents the Master Fund from exercising any of its warrants.

Do Perceptive Advisors and Joseph Edelman claim full beneficial ownership of the new SLDB warrants?

No. The footnotes explain that Joseph Edelman, Perceptive Advisors LLC, and the Master Fund each disclaim beneficial ownership for Section 16 purposes, except for any indirect pecuniary interest. The report is not an admission of beneficial ownership for any other purpose.

What type of Form 4 transaction code was used for the SLDB pre-funded warrants?

The transaction was coded as “A,” indicating a grant, award, or other acquisition of derivative securities. It reflects an acquisition of pre-funded warrants rather than an open-market purchase or sale of Solid Biosciences common stock.