Theravance Biopharma, Inc. is the subject of an amended Schedule 13G filing by Newtyn Management, LLC and Newtyn TE Partners, LP regarding ownership of its Ordinary Shares. As of June 30, 2026, Newtyn Management may be deemed to beneficially own 3,434,191 Ordinary Shares, representing 6.7% of the class, through its investment management of Newtyn TE Partners, LP and Newtyn Partners, LP. Newtyn TE Partners, LP itself held 2,212,712 Ordinary Shares, representing 4.3% of the class, with sole voting and dispositive power over those shares.
The ownership percentages are based on 51,553,005 Ordinary Shares issued and outstanding as of April 30, 2026, as reported by Theravance Biopharma in its Form 10-Q filed May 7, 2026. The filing states that this amendment is an exit filing solely with respect to Newtyn TE Partners, LP, reflecting that this entity’s holdings are now at or below the 5% reporting threshold, while Newtyn Management remains above that level on an aggregated basis.
Positive
None.
Negative
None.
Key Figures
Newtyn Management beneficial ownership:3,434,191 Ordinary SharesNewtyn Management percent of class:6.7%Newtyn TE Partners holdings:2,212,712 Ordinary Shares+2 more
5 metrics
Newtyn Management beneficial ownership3,434,191 Ordinary SharesMay be deemed beneficially owned as of June 30, 2026
Newtyn Management percent of class6.7%Based on 51,553,005 Ordinary Shares outstanding as of April 30, 2026
Newtyn TE Partners holdings2,212,712 Ordinary SharesOrdinary Shares held by Newtyn TE Partners, LP as of June 30, 2026
Newtyn TE Partners percent of class4.3%Ownership percentage for Newtyn TE Partners, LP
Shares outstanding51,553,005 Ordinary SharesTheravance Biopharma shares issued and outstanding as of April 30, 2026
Key Terms
beneficially own, Sole Voting Power, Sole Dispositive Power, exit filing, +1 more
5 terms
beneficially ownfinancial
"Newtyn Management, as the investment manager to NTE and NP, may be deemed to beneficially own"
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.
Sole Voting Powerfinancial
"Sole Voting Power 3,434,191.00 6 | Shared Voting Power 0.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
Sole Dispositive Powerfinancial
"Sole Dispositive Power 3,434,191.00 8 | Shared Dispositive Power 0.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
exit filingregulatory
"Pursuant to Item 5 below, this is an exit filing solely with respect to NTE"
Ordinary Sharesfinancial
"NTE held 2,212,712 ordinary shares $0.00001 par value ("Ordinary Shares")"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
FAQ
What stake in Theravance Biopharma (TBPH) does Newtyn Management report in this Schedule 13G/A?
Newtyn Management may be deemed to beneficially own 3,434,191 Ordinary Shares of Theravance Biopharma, representing 6.7% of the outstanding class, through positions held by Newtyn TE Partners, LP and Newtyn Partners, LP as of June 30, 2026.
How many Theravance Biopharma (TBPH) shares are held by Newtyn TE Partners, LP specifically?
Newtyn TE Partners, LP held 2,212,712 Ordinary Shares of Theravance Biopharma, representing 4.3% of the class. It has sole voting and sole dispositive power over these shares, according to the June 30, 2026 ownership data.
What does the “exit filing” language mean for Newtyn TE Partners’ TBPH position?
The amendment is described as an exit filing solely with respect to Newtyn TE Partners, LP, indicating its ownership has moved to at or below the 5% reporting threshold, even though it continues to hold 4.3% of the Ordinary Shares.
On what share count are Newtyn’s Theravance Biopharma (TBPH) ownership percentages based?
The reported ownership percentages are calculated using 51,553,005 Ordinary Shares outstanding as of April 30, 2026, a figure taken from Theravance Biopharma’s Form 10-Q filed on May 7, 2026.
What voting and dispositive powers do Newtyn entities report over Theravance Biopharma (TBPH) shares?
Newtyn Management reports 3,434,191 shares with sole voting and sole dispositive power. Newtyn TE Partners, LP reports 2,212,712 shares with sole voting and dispositive power. Both report zero shared voting or dispositive power.
Where are Newtyn Management and Newtyn TE Partners, LP organized and headquartered?
Newtyn Management is organized under the laws of New York, and Newtyn TE Partners, LP under Delaware. Their principal business office is at 60 East 42nd Street, 12th Floor, New York, NY 10165.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Theravance Biopharma, Inc.
(Name of Issuer)
Ordinary Share $0.00001 par value
(Title of Class of Securities)
G8807B106
(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
CUSIP Number(s):
G8807B106
1
Names of Reporting Persons
Newtyn 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
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
3,434,191.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
3,434,191.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,434,191.00
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)
IA
Comment for Type of Reporting Person: See Item 2 for additional information.
SCHEDULE 13G
CUSIP Number(s):
G8807B106
1
Names of Reporting Persons
Newtyn TE Partners, 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
2,212,712.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
2,212,712.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,212,712.00
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)
4.3 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: See Item 2 for additional information.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Theravance Biopharma, Inc.
(b)
Address of issuer's principal executive offices:
C/O Theravance Biopharma US, Inc., 901 Gateway Boulevard, South San Francisco, CA 94080
Item 2.
(a)
Name of person filing:
This report on Schedule 13G is being filed by (i) Newtyn Management, LLC, a New York limited liability company ("Newtyn Management"), and (ii) Newtyn TE Partners, LP, a Delaware limited partnership ("NTE", and collectively with Newtyn Management, the "Reporting Persons"). Newtyn Management is the investment manager to NTE and Newtyn Partners, LP, a Delaware limited partnership ("NP"). As of June 30, 2026, NTE held 2,212,712 ordinary shares $0.00001 par value ("Ordinary Shares"), and NP held 1,221,479 Ordinary Shares. Newtyn Management, as the investment manager to NTE and NP, may be deemed to beneficially own these securities. Accordingly, as of June 30, 2026, Newtyn Management may be deemed to beneficially own the 3,434,191 Ordinary Shares held in the aggregate by NTE and NP. Beneficial ownership percentages are based upon 51,553,005 Ordinary Shares issued and outstanding as of April 30, 2026, based on information reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.
Pursuant to Item 5 below, this Schedule 13G is an exit filing solely with respect to NTE.
(b)
Address or principal business office or, if none, residence:
The address for the Reporting Persons is 60 East 42nd Street, 12th Floor, New York, NY 10165.
(c)
Citizenship:
Newtyn Management is organized under the laws of the State of New York. NTE is organized under the laws of the State of Delaware.
(d)
Title of class of securities:
Ordinary Share $0.00001 par value
(e)
CUSIP No.:
G8807B106
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).
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
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.
Newtyn Management, LLC
Signature:
/s/ Eugene Dozortsev
Name/Title:
Eugene Dozortsev, Authorized Signatory
Date:
08/14/2026
Newtyn TE Partners, LP
Signature:
/s/ Eugene Dozortsev
Name/Title:
Eugene Dozortsev, Authorized Signatory of Newtyn Management, LLC, the Investment Manager
Date:
08/14/2026
Exhibit Information
1. Joint Filing Agreement, dated August 16, 2024, by and among Newtyn Management, LLC and Newtyn TE Partners, LP (incorporated by reference to Exhibit 1 to the Schedule 13G filed with the Securities and Exchange Commission on August 16, 2024).
