Perceptive invests $49.9M via warrants in Solid Biosciences (SLDB)

Rhea-AI Filing Summary

Solid Biosciences Inc. received a large investment from funds managed by Perceptive. Perceptive Advisors LLC, Joseph Edelman and affiliated funds now report beneficial ownership of 11,969,079 shares of Common Stock, representing 12.9% of 92,883,496 shares outstanding.

Perceptive Life Sciences Master Fund acquired 8,912,655 pre-funded warrants in a private placement at $5.609 per warrant, for an aggregate purchase price of $49.9 million. These pre-funded warrants cannot be exercised if doing so would push Perceptive’s beneficial ownership above 9.99% of Solid’s outstanding shares, so they are not currently exercisable.

The ownership calculation combines shares outstanding as of October 29, 2025 with additional shares issued in the March 9, 2026 private placement. Adam Stone, the Advisor’s Chief Investment Officer, also holds options on 139,933 shares, with 62,433 currently exercisable or exercisable within 60 days.

Insights

Biotech equity analyst

Perceptive reports a 12.9% stake in Solid Biosciences built via a $49.9M pre-funded warrant investment.

Perceptive Advisors and affiliates disclose beneficial ownership of 11,969,079 Solid Biosciences shares, or 12.9% of the company. The stake reflects participation in a private placement where Perceptive Life Sciences Master Fund bought 8,912,655 pre-funded warrants at $5.609 each for $49.9 million.

The pre-funded warrants include a 9.99% beneficial ownership cap, limiting how many can be exercised at once and keeping reported ownership below 10%. This structure lets Perceptive commit significant capital while managing reporting thresholds and potential control implications for Solid Biosciences.

The ownership percentage is based on 92,883,496 shares outstanding as of the transaction, including 14,973,257 shares issued in the March 9, 2026 private placement. Future filings from Solid Biosciences and Perceptive will show if and when the pre-funded warrants begin to be exercised under this 9.99% cap.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)

Solid Biosciences Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

Perceptive Advisors LLC
Alexander Rakitin, 51 Astor Place,, 10th Floor
New York, NY, 10003
646-205-5345

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/09/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Perceptive Advisors LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,969,079.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,969,079.00

11

Aggregate amount beneficially owned by each reporting person

11,969,079.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.9 %

14

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Joseph Edelman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,969,079.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,969,079.00

11

Aggregate amount beneficially owned by each reporting person

11,969,079.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Perceptive Life Sciences Master Fund, Ltd.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,895,972.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,895,972.00

11

Aggregate amount beneficially owned by each reporting person

11,895,972.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.8 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Perceptive Xontogeny Venture Fund, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 73,107.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 73,107.00

11

Aggregate amount beneficially owned by each reporting person

73,107.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.001 par value per share
(b)	Name of Issuer: Solid Biosciences Inc.
(c)	Address of Issuer's Principal Executive Offices: 500 Rutherford Avenue, Third Floor, Charlestown, MASSACHUSETTS , 02129.
Item 3.	Source and Amount of Funds or Other Consideration
	The shares of Common Stock set forth below in Item 5(c) of this Amendment No. 9 to Schedule 13D were acquired with working capital of the Master Fund.
Item 4.	Purpose of Transaction
	The information set forth in Item 6 below in this Amendment No. 9 to Schedule 13D is incorporated by reference.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth in rows 11 and 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentages set forth in rows 13 are based on an aggregate of 92,883,496 shares of Common Stock outstanding, consisting of (i) 77,910,239 shares of Common Stock outstanding as of October 29, 2025, as disclosed by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on November 3, 2025, and (ii) 14,973,257 shares of Common Stock issued in the Issuer's private placement on March 9, 2026, as reported by the Issuer in its Current Report on Form 8-K filed with the SEC on March 6, 2026.
(b)	The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D is incorporated by reference. Adam Stone, the Chief Investment Officer of the Advisor, holds stock options for a total of 139,933 shares of Common Stock, of which 62,433 are currently exercisable, or exercisable within 60 days. The Master Fund has the right to receive the director compensation provided in respect of Mr. Stone's board service through a partial management fee offset.
(c)	On March 9, 2026, pursuant to a private placement conducted by the Issuer (the "Private Placement"), the Master Fund acquired 8,912,655 pre-funded warrants to purchase shares of the Issuer's Common Stock (the "Pre-Funded Warrants"), at a price of $5.609 per Pre-Funded Warrant, for an aggregate purchase price of $49.9 million. The terms of the Pre-Funded Warrants provide that the Pre-Funded Warrants may not be exercised if, after giving effect to 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. As a result of the beneficial ownership limitation described above, the Reporting Persons are currently unable to exercise any of the Pre-Funded Warrants.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Securities Purchase Agreement On March 6, 2026, the Master Fund and certain other institutional investors entered into a securities purchase agreement (the "Securities Purchase Agreement") with the Issuer, pursuant to which the Master Fund acquired 8,912,655 pre-funded warrants to purchase shares of Common Stock at a price of $5.609 per pre-funded warrant. The Private Placement closed on March 9, 2026. Registration Rights Agreement Also on March 6, 2026, the Master Fund entered into a registration rights agreement (the "Registration Rights Agreement") with the Issuer, pursuant to which the Issuer agreed to register for resale the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants acquired by the Master Fund pursuant to the Securities Purchase Agreement. The foregoing descriptions of the Securities Purchase Agreement, the Registration Rights Agreement and the Pre-Funded Warrant are qualified in their entirety by reference to the full text of the forms of Securities Purchase Agreement, the Registration Rights Agreement and the Pre-Funded Warrant, copies of which are filed as Exhibits 14, 15, and 16 hereto.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 14 Form of Securities Purchase Agreement, dated March 6, 2026 (incorporated by reference from Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the SEC on March 6, 2026) Exhibit 15 Form of Registration Rights Agreement, dated March 6, 2026 (incorporated by reference from Exhibit 10.2 to the Issuer's Current Report on Form 8-K filed with the SEC on March 6, 2026) Exhibit 16 Form of Pre-Funded Warrant (incorporated by reference from Exhibit 4.1 to the Issuer's Current Report on Form 8-K filed with the SEC on March 6, 2026)

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.

Perceptive Advisors LLC

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	03/11/2026

Joseph Edelman

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman
Date:	03/11/2026

Perceptive Life Sciences Master Fund, Ltd.

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	03/11/2026

Perceptive Xontogeny Venture Fund, LP

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	03/11/2026

FAQ

How much of Solid Biosciences (SLDB) does Perceptive now own?

Perceptive Advisors LLC, Joseph Edelman, and affiliated funds report beneficial ownership of 11,969,079 Solid Biosciences shares, representing 12.9% of the company’s common stock. This percentage is based on 92,883,496 shares outstanding, including shares issued in a March 2026 private placement.

What did Perceptive pay for its new Solid Biosciences (SLDB) position?

Perceptive Life Sciences Master Fund bought 8,912,655 pre-funded warrants for Solid Biosciences common stock at $5.609 per warrant. The aggregate purchase price was approximately $49.9 million, structured through a private placement that closed on March 9, 2026.

What are the key terms of Perceptive’s pre-funded warrants in Solid Biosciences (SLDB)?

The Master Fund’s 8,912,655 pre-funded warrants are exercisable for Solid Biosciences common stock at a prepaid structure. Critically, they cannot be exercised if exercise would raise Perceptive’s beneficial ownership above 9.99% of Solid’s then-outstanding common shares.

Why can’t Perceptive currently exercise its Solid Biosciences (SLDB) pre-funded warrants?

The pre-funded warrants include a 9.99% beneficial ownership limitation. If exercising any portion would cause Perceptive to beneficially own more than 9.99% of Solid Biosciences’ outstanding common stock, those warrants cannot be exercised, so they are currently not exercisable under this cap.

How was Perceptive’s 12.9% ownership in Solid Biosciences (SLDB) calculated?

The 12.9% stake is based on 92,883,496 Solid Biosciences common shares outstanding. This figure includes 77,910,239 shares outstanding as of October 29, 2025, plus 14,973,257 additional shares issued in the March 9, 2026 private placement.

What additional Solid Biosciences (SLDB) exposure is held through options related to Perceptive?

Adam Stone, Chief Investment Officer of Perceptive Advisors, holds stock options for 139,933 Solid Biosciences shares, of which 62,433 are currently exercisable or exercisable within 60 days. The Master Fund has rights to director compensation tied to his board service through a management fee offset.