Treace Medical Concepts, Inc. is the subject of an amended Schedule 13G filing showing significant institutional and insider ownership of its common stock. Neil Gagnon reports beneficial ownership of 6,142,107 shares, or 9.6% of the class, based on 63,718,073 shares outstanding as of October 31, 2025.
Gagnon Securities LLC reports beneficial ownership of 3,928,051 shares (6.2%), and Gagnon Advisors, LLC reports 1,534,034 shares (2.4%). Neil Gagnon has sole voting and dispositive power over 420,406 shares and shared voting and/or dispositive power over additional shares held in managed accounts and a private fund, while expressly disclaiming beneficial ownership of securities held for clients.
The filing certifies that the securities were not acquired and are not held to change or influence control of Treace Medical Concepts, but rather on a passive, investment basis consistent with Schedule 13G requirements.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Treace Medical Concepts, Inc.
(Name of Issuer)
Common stock, $0.001 par value
(Title of Class of Securities)
89455T109
(CUSIP Number)
12/31/2025
(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)
SCHEDULE 13G
CUSIP No.
89455T109
1
Names of Reporting Persons
Gagnon Securities 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
3,389,401.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,928,051.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,928,051.00
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)
6.2 %
12
Type of Reporting Person (See Instructions)
BD, IA
SCHEDULE 13G
CUSIP No.
89455T109
1
Names of Reporting Persons
Gagnon Advisors, 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
1,534,034.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,534,034.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,534,034.00
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)
2.4 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP No.
89455T109
1
Names of Reporting Persons
Neil Gagnon
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
420,406.00
6
Shared Voting Power
5,155,905.00
7
Sole Dispositive Power
420,406.00
8
Shared Dispositive Power
5,721,701.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
6,142,107.00
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)
9.6 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Treace Medical Concepts, Inc.
(b)
Address of issuer's principal executive offices:
100 Palmetto Park Place, Ponte Vedra, FL 32081
Item 2.
(a)
Name of person filing:
Neil Gagnon has sole voting and dispositive power over 420,406 shares of the Issuer's Common stock, $0.001 par value (the "Common Stock"). In addition, Mr. Gagnon has shared voting power over 5,155,905 shares of Common Stock and shared dispositive power over 5,721,701 shares of Common Stock.
Mr. Gagnon is the Chief Executive Officer and principal owner of Gagnon Securities LLC ("GS"), an investment adviser registered with the U.S. Securities and Exchange Commission ("SEC") under the Investment Advisers Act of 1940, as amended (the "Advisers Act"), and a registered broker-dealer, in its role as investment manager to several customer accounts, foundations, partnerships and trusts (collectively, the "Accounts") to which it furnishes investment advice. GS and Mr. Gagnon may be deemed to share voting power with respect to 3,389,401 shares of Common Stock held in the Accounts and dispositive power with respect to 3,928,051 shares of Common Stock held in the Accounts. GS and Mr. Gagnon expressly disclaim beneficial ownership of all securities held in the Accounts.
Mr. Gagnon is also the managing member of Gagnon Advisors, LLC ("Gagnon Advisors"), an investment adviser registered with the SEC under the Advisers Act. Mr. Gagnon and Gagnon Advisors, in its role as investment manager to Gagnon Investment Associates, LLC ("GIA"), a private investment fund, may be deemed to share voting and dispositive power with respect to the 1,534,034 shares of Common Stock held by GIA. Gagnon Advisors and Mr. Gagnon expressly disclaim beneficial ownership of all securities held by GIA.
(b)
Address or principal business office or, if none, residence:
1370 Ave. of Americas, 26th Floor, New York, NY 10019
(c)
Citizenship:
Gagnon Securities LLC Delaware limited liability company
Gagnon Advisors, LLC Delaware limited liability company
Neil Gagnon USA
(d)
Title of class of securities:
Common stock, $0.001 par value
(e)
CUSIP No.:
89455T109
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).
Gagnon Securities LLC 6.2%
Gagnon Advisors, LLC 2.4%
Neil Gagnon 9.6%
Calculation of percentage of beneficial ownership is based on 63,718,073 Common Stock outstanding as of October 31, 2025, based on the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 6, 2025.
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 Accounts described above in Item 2 have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities held in their respective accounts. To the knowledge of the Reporting Persons, the interest in any such account does not exceed 5% of the class of securities. Except to the extent described herein, the Reporting Person disclaims beneficial ownership of all such securities.
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.
What ownership stake in TMCI does Neil Gagnon report in this Schedule 13G/A?
Neil Gagnon reports beneficial ownership of 6,142,107 shares of Treace Medical Concepts common stock, representing 9.6% of the class, based on 63,718,073 shares outstanding as of October 31, 2025, according to the company’s Form 10-Q.
How many TMCI shares are reported by Gagnon Securities LLC in this filing?
Gagnon Securities LLC reports beneficial ownership of 3,928,051 shares of Treace Medical Concepts common stock. This position represents 6.2% of the outstanding class, with shared voting power over 3,389,401 shares and shared dispositive power over 3,928,051 shares held in managed accounts.
What position in Treace Medical Concepts does Gagnon Advisors, LLC disclose?
Gagnon Advisors, LLC reports beneficial ownership of 1,534,034 shares of Treace Medical Concepts common stock. This stake equals 2.4% of the class and reflects shares held by Gagnon Investment Associates, LLC, over which Gagnon Advisors and Neil Gagnon share voting and dispositive power.
Does the Schedule 13G/A indicate an intent to influence control of TMCI?
The certification states the securities were not acquired and are not held for the purpose or effect of changing or influencing control of Treace Medical Concepts, and are not held in connection with any control-related transaction, other than activities tied to a nomination under Rule 240.14a-11.
How is the 9.6% beneficial ownership percentage for TMCI calculated?
The 9.6% figure for Neil Gagnon is calculated using 63,718,073 shares outstanding of Treace Medical Concepts common stock as of October 31, 2025, as reported in the issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 6, 2025.
Do the reporting persons claim full beneficial ownership of client and fund TMCI shares?
The filing states that Gagnon Securities LLC and Neil Gagnon expressly disclaim beneficial ownership of all securities held in managed customer accounts, and that Gagnon Advisors and Neil Gagnon likewise disclaim beneficial ownership of securities held by Gagnon Investment Associates, LLC.
