Faeth Therapeutics, Inc. shareholders Suvretta Capital Management, LLC, Averill Master Fund, Ltd. and Aaron Cowen reported beneficial ownership stakes in the company via a joint Schedule 13G filing. The filing lists 2,020,103 shares (7.8%) for Suvretta and Mr. Cowen and 1,722,652 shares (6.7%) for Averill, based on 25,778,754 shares outstanding as of June 15, 2026. The filing states these securities are directly owned by advisory clients of Suvretta Capital, that Mr. Cowen is the control person and managing member of Suvretta, and that a joint filing agreement and control-person identification exhibit are attached.
The Schedule 13G shows passive, beneficial ownership by investment-advisory clients represented by Suvretta and by Averill, with 7.8% and 6.7% stakes respectively. The filing aligns with passive investor reporting thresholds and includes a joint filing agreement.
Key dependencies are the advisory relationships and Mr. Cowen's role as control person; any change from passive to active intent would require an amended filing. Subsequent filings will reflect any shifts in voting or disposition power.
Holders represent a notable concentrated position in Faeth's shareholder base
The combined positions constitute a visible ownership block: Suvretta/Mr. Cowen each hold 2,020,103 shares and Averill holds 1,722,652 shares, per the filing. These counts are based on the issuer's reported outstanding share count as of June 15, 2026.
Because the filing states the shares are held by advisory clients, trading activity will depend on client mandates; cash-flow treatment and disposition plans are not included in the excerpt.
Shares outstanding25,778,754 sharesas of June 15, 2026
Suvretta / Aaron Cowen holdings2,020,103 shareseach; 7.8% of outstanding
Averill Master Fund holdings1,722,652 shares6.7% of outstanding
Key Terms
Schedule 13G, beneficially owned, shared dispositive power
3 terms
Schedule 13Gregulatory
"the persons filing this are Averill Master Fund, Ltd., Suvretta Capital Management, LLC, and Aaron Cowen"
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.
beneficially ownedfinancial
"Amount beneficially owned: Row 9 of each Reporting Person's cover page"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
What stake did Suvretta and Aaron Cowen report in Faeth Therapeutics (FTH)?
They reported beneficial ownership of 2,020,103 shares (7.8%) each. The filing bases these percentages on 25,778,754 shares outstanding as of June 15, 2026, and states the shares are owned by advisory clients represented by Suvretta.
How much of Faeth does Averill Master Fund hold according to the filing?
Averill Master Fund reported ownership of 1,722,652 shares (6.7%). The percentage is calculated using the issuer's disclosed outstanding share count of 25,778,754 shares as of June 15, 2026.
Does the Schedule 13G indicate active control or passive ownership for FTH holdings?
The filing is a Schedule 13G, indicating passive reporting by institutional holders. It also notes Mr. Cowen is the control person and managing member of Suvretta, with shared voting and dispositive power shown in the cover data.
Are the reported Faeth shares owned directly by the filers or by clients?
The filing states the securities are directly owned by advisory clients of Suvretta Capital Management, LLC. It also specifies that none of those clients, other than Averill Master Fund, may be deemed to beneficially own more than 5%.
Where can I find supporting documentation referenced in the FTH Schedule 13G?
The Schedule 13G attaches an Exhibit A (Joint Filing Agreement) and Exhibit B (Control Person Identification). The signature block shows the filing was signed on June 23, 2026 by authorized signatories.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Faeth Therapeutics, Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
81728A207
(CUSIP Number)
06/15/2026
(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):
81728A207
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
2,020,103.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,020,103.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,020,103.00
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)
7.8 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP Number(s):
81728A207
1
Names of Reporting Persons
Averill Master Fund, Ltd.
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
1,722,652.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,722,652.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,722,652.00
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)
6.7 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP Number(s):
81728A207
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
2,020,103.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,020,103.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,020,103.00
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)
7.8 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Faeth Therapeutics, Inc.
(b)
Address of issuer's principal executive offices:
701 Tillery Street #12 #1010, Austin, Texas 78702
Item 2.
(a)
Name of person filing:
The persons filing this Schedule 13G are Averill Master Fund, Ltd., a Cayman Islands exempted company ("Averill Master Fund"), Suvretta Capital Management, LLC, a Delaware limited liability company ("Suvretta Capital"), and Aaron Cowen ("Mr. Cowen") (collectively, the "Reporting Persons"). The agreement among the Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, is attached as Exhibit A hereto.
The CUSIP provided in this statement is the CUSIP for shares of common stock, par value $0.0001 per share ("Common Stock") of Faeth Therapeutics, Inc. (the "Issuer").
(b)
Address or principal business office or, if none, residence:
The address of the principal office of (i) Averill Master Fund is c/o Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands, and (ii) each of Suvretta Capital and Mr. Cowen is c/o Suvretta Capital Management, LLC, 540 Madison Avenue, 7th Floor, New York, New York 10022.
(c)
Citizenship:
Averill Master Fund is a Cayman Islands exempted company. Suvretta Capital is a Delaware limited liability company. Mr. Cowen is a United States citizen.
(d)
Title of class of securities:
Common Stock, par value $0.0001 per share
(e)
CUSIP Number(s):
81728A207
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:
Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person and is incorporated by reference herein.
Mr. Cowen is the control person and managing member of Suvretta Capital and may be deemed to control Averill Master Fund. Mr. Cowen disclaims beneficial ownership of all shares of Common Stock held by Averill Master Fund, other than to the extent of any pecuniary interest therein. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any Reporting Person or any of its affiliates is the beneficial owner of any shares of Common Stock for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(b)
Percent of class:
Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the percentages of securities of the Issuer beneficially owned by such Reporting Person and is incorporated by reference herein. The percentage set forth in Row 11 of each Reporting Person's cover page is based on 25,778,754 shares of Common Stock outstanding as of June 15, 2026, as reported by the Issuer in its Current Report on Form 8-K filed with the Securities and Exchange Commission on June 18, 2026.
Suvretta Capital Management, LLC - 7.8%
Aaron Cowen - 7.8%
Averill Master Fund, Ltd. - 6.7%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Row 5 of each Reporting Person's cover page to this Schedule 13G sets forth the number of securities of the Issuer beneficially owned by such Reporting Person as to which such Reporting Person has the sole power to vote or to direct the vote and is incorporated by reference herein.
(ii) Shared power to vote or to direct the vote:
Row 6 of each Reporting Person's cover page to this Schedule 13G sets forth the number of securities of the Issuer beneficially owned by such Reporting Person as to which such Reporting Person has the shared power to vote or to direct the vote and is incorporated by reference herein.
(iii) Sole power to dispose or to direct the disposition of:
Row 7 of each Reporting Person's cover page to this Schedule 13G sets forth the number of securities of the Issuer beneficially owned by such Reporting Person as to which such Reporting Person has the sole power to dispose or to direct the disposition of and is incorporated by reference herein.
(iv) Shared power to dispose or to direct the disposition of:
Row 8 of each Reporting Person's cover page to this Schedule 13G sets forth the number of securities of the Issuer beneficially owned by such Reporting Person as to which such Reporting Person has the shared power to dispose or to direct the disposition of and is incorporated by reference.
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, other than Averill Master Fund, may be deemed to beneficially own more than 5% of the Common Stock.
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.
Suvretta Capital Management, LLC
Signature:
/s/ Andrew Nathanson
Name/Title:
General Counsel and Chief Compliance Officer
Date:
06/23/2026
Averill Master Fund, Ltd.
Signature:
/s/ Andrew Nathanson
Name/Title:
Authorized Signatory
Date:
06/23/2026
Aaron Cowen
Signature:
/s/ Aaron Cowen
Name/Title:
Aaron Cowen
Date:
06/23/2026
Exhibit Information
Exhibit A - Joint Filing Agreement
Exhibit B - Control Person Identification