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Lynx1 Capital Management LP and Weston Nichols report beneficial ownership of TScan Therapeutics, Inc. Voting Common Stock. Through Lynx1 Master Fund LP, they jointly report 20,519,148 shares of Voting Common Stock, representing 13.1% of the class, based on 61,074,229 shares outstanding as of May 1, 2026. All reported shares are held with shared voting and dispositive power, and the Lynx1 Fund has the right to receive dividends and sale proceeds from these shares. The filing states it should not be construed as an admission that any Reporting Person is the beneficial owner for all purposes.
Key Figures
Shares beneficially owned:20,519,148 sharesPercent of class:13.1%Shares outstanding baseline:61,074,229 shares+2 more
5 metrics
Shares beneficially owned20,519,148 sharesVoting Common Stock of TScan Therapeutics reported by Lynx1 Capital Management and Weston Nichols
Percent of class13.1%Portion of TScan Therapeutics Voting Common Stock beneficially owned by the reporting persons
Shares outstanding baseline61,074,229 sharesVoting Common Stock outstanding as of May 1, 2026, used to calculate ownership percentage
Sole voting power0 sharesReporting persons disclose no sole voting power over TScan Therapeutics shares
Shared voting power20,519,148 sharesShares over which the reporting persons have shared power to vote or direct the vote
Key Terms
beneficial owner, shared voting power, shared dispositive power, percent of class, +1 more
5 terms
beneficial ownerregulatory
"admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
shared voting powerfinancial
"Shared Voting Power 20,519,148.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 20,519,148.00"
percent of classfinancial
"Percent of class: 13.1 %"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
Investment Managerfinancial
"Lynx1 Capital Management LP (the "Investment Manager"), a Delaware limited partnership"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much of TCRX does Lynx1 Capital Management report owning in this Schedule 13G/A?
Lynx1 Capital Management and Weston Nichols report beneficial ownership of 20,519,148 shares of TScan Therapeutics (TCRX) Voting Common Stock, representing 13.1% of the outstanding class based on 61,074,229 shares as of May 1, 2026.
Who are the reporting persons in TScan Therapeutics (TCRX) Schedule 13G/A Amendment No. 3?
The reporting persons are Lynx1 Capital Management LP, a Delaware limited partnership and investment manager to Lynx1 Master Fund LP, and Weston Nichols, a U.S. individual who is the sole member of Lynx1 Capital Management GP LLC, the Investment Manager’s general partner.
What percentage of TScan Therapeutics (TCRX) shares are reported as beneficially owned?
The reporting persons disclose beneficial ownership of 13.1% of TScan Therapeutics’ Voting Common Stock. This percentage is calculated using 61,074,229 shares outstanding as of May 1, 2026, as reported in the company’s Form 10-Q.
Do Lynx1 Capital Management and Weston Nichols have voting and dispositive power over TCRX shares?
They report shared voting power and shared dispositive power over 20,519,148 TScan shares, with no sole voting or dispositive power. The shares are directly held by Lynx1 Master Fund LP, for which Lynx1 Capital Management acts as investment manager.
Who has the right to receive dividends and sale proceeds from the TCRX shares reported?
The filing states that the Lynx1 Fund has the right to receive, or direct the receipt of, dividends and proceeds from the sale of the Voting Common Stock reported, reflecting its economic interest in the TScan Therapeutics shares.
Where are the principal business offices of the TCRX reporting persons located?
The principal business office for Lynx1 Capital Management LP and Weston Nichols is listed as D81 Calle C Suite 301, PMB 1202, Dorado, PR 00646-2051, which is used as the contact address for both reporting persons.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
TScan Therapeutics, Inc.
(Name of Issuer)
Voting Common Stock, par value $0.0001 per share
(Title of Class of Securities)
89854M101
(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):
89854M101
1
Names of Reporting Persons
Lynx1 Capital 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
20,519,148.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
20,519,148.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
20,519,148.00
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)
13.1 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
89854M101
1
Names of Reporting Persons
Weston Nichols
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
20,519,148.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
20,519,148.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
20,519,148.00
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)
13.1 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
TScan Therapeutics, Inc.
(b)
Address of issuer's principal executive offices:
830 Winter Street, Waltham, Massachusetts 02451
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Lynx1 Capital Management LP (the "Investment Manager"), a Delaware limited partnership, and the investment manager to Lynx1 Master Fund LP (the "Lynx1 Fund"), with respect to the shares of voting common stock, par value $0.0001 per share ("Voting Common Stock") of TScan Therapeutics, Inc., a Delaware corporation (the "Company") directly held by the Lynx1 Fund; and
(ii) Mr. Weston Nichols ("Mr. Nichols"), the sole member of Lynx1 Capital Management GP LLC, the general partner of the Investment Manager, with respect to the shares of Voting Common Stock directly held by the Lynx1 Fund.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
Lynx1 Capital Management LP
D81 Calle C
Suite 301, PMB 1202
Dorado, PR, 00646-2051
Weston Nichols
c/o Lynx1 Capital Management LP
D81 Calle C
Suite 301, PMB 1202
Dorado, PR, 00646-2051
(c)
Citizenship:
Investment Manager - Delaware
Mr. Nichols - United States of America
(d)
Title of class of securities:
Voting Common Stock, par value $0.0001 per share
(e)
CUSIP No.:
89854M101
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:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 61,074,229 shares of Voting Common Stock outstanding as of May 1, 2026, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026 filed with the Securities and Exchange Commission on May 6, 2026.
(b)
Percent of class:
13.1 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein 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.
The Lynx1 Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Voting Common Stock reported herein.
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.
Lynx1 Capital Management LP
Signature:
/s/ Weston Nichols
Name/Title:
By: Lynx1 Capital Management GP LLC, General Partner, By: Weston Nichols, Sole Member
