OrbiMed fund buys Traw Pharma stock, warrants
Entities affiliated with OrbiMed increased their indirect stake in Traw Pharma through a private placement.
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Form Type
4
Rhea-AI Filing Summary
Entities affiliated with OrbiMed increased their indirect stake in Traw Pharma through a private placement. OrbiMed Private Investments VIII LP acquired 597,729 shares of common stock at $1.67 per share and Series A, B and C warrants exercisable for up to 2,988,645 shares at $1.673 per share. Following the purchase, indirect holdings reported for common stock rose to 1,203,250 shares. The transactions closed on April 16, 2026, and the reporting entities disclaim beneficial ownership beyond their pecuniary interest.
Insider Trade Summary
Net Buyer: 3,586,374 shares
Net Buy
4 txns
Insider
ORBIMED ADVISORS LLC, OrbiMed Capital GP VIII LLC
Role
10% Owner | 10% Owner
Bought
3,586,374 shs ($998K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Series A Warrants (right to buy) | 597,729 | $0.00 | $0.00 |
| Purchase | Series B Warrants (right to buy) | 597,729 | $0.00 | $0.00 |
| Purchase | Series C Warrants (right to buy) | 1,793,187 | $0.00 | $0.00 |
| Purchase | Common Stock | 597,729 | $1.67 | $998K |
Holdings After Transaction:
Series A Warrants (right to buy) — 597,729 contracts (Indirect, See Footnote);
Series B Warrants (right to buy) — 597,729 contracts (Indirect, See Footnote);
Series C Warrants (right to buy) — 1,793,187 contracts (Indirect, See Footnote);
Common Stock — 1,203,250 shares (Indirect, See Footnote)
Footnotes (4)
- F1. On April 15, 2026, the Issuer entered into a securities purchase agreement (the "Purchase Agreement") with certain investors (the "Investors"), including the Reporting Persons. Pursuant to the terms of the Purchase Agreement, the Issuer issued and sold to the Reporting Persons in a private placement which closed on April 16, 2026 (the "Closing Date") Series A warrants, Series B warrants, and Series C warrants (collectively, the "Warrants") to purchase up to an aggregate of 2,988,645 shares. The price per Pre-Funded Warrant is $1.673.
- F2. The Warrants are exercisable pursuant to the conditions described in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 15, 2026.
- F3. These securities are held of record by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII. OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the managing member of GP VIII. By virtue of such relationships, GP VIII and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI VIII. OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares held by OPI VIII.
- F4. This report on Form 4 is jointly filed by OrbiMed Advisors and GP VIII. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
Key Figures
Common shares purchased: 597,729 shares at $1.67
Common shares held after: 1,203,250 shares
Warrant underlying shares: 2,988,645 shares
+1 more
4 metrics
Common shares purchased
597,729 shares at $1.67
Open-market coded purchase on April 16, 2026
Common shares held after
1,203,250 shares
Indirect ownership reported after transaction
Warrant underlying shares
2,988,645 shares
Series A, B and C warrants purchased in private placement
Warrant exercise price
$1.673 per share
Exercise price for Series A, B and C warrants
Key Terms
securities purchase agreement, private placement, Series A warrants, pecuniary interest, +1 more
5 terms
securities purchase agreement financial
"the Issuer entered into a securities purchase agreement (the "Purchase Agreement") with certain investors"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
private placement financial
"issued and sold to the Reporting Persons in a private placement which closed on April 16, 2026"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
Series A warrants financial
"issued and sold ... Series A warrants, Series B warrants, and Series C warrants"
Series A warrants are financial tools that give the holder the right to buy shares of a company at a specific price within a certain period. They are often issued alongside investments to provide additional potential profit if the company's value increases. For investors, they can offer a chance to benefit from future growth without committing immediate capital to buying shares.
pecuniary interest financial
"disclaims beneficial ownership ... except to the extent of its pecuniary interest therein"
Investment Advisers Act of 1940 regulatory
"OrbiMed Advisors LLC ... a registered investment adviser under the Investment Advisers Act of 1940"
A U.S. federal law that sets rules for people and firms who give investment advice, requiring them to register with regulators, be honest about conflicts, keep records, and follow basic standards of care. It matters to investors because those rules act like licensing and consumer protections — similar to having safety standards for a mechanic — helping ensure advisers act in clients’ financial interests and reducing the risk of fraud or misuse of funds.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What are the key terms of the Traw Pharma (TRAW) warrants bought by OrbiMed-linked funds?
The entities acquired Series A, B and C warrants to purchase up to 2,988,645 Traw Pharma common shares. The warrants carry an exercise price of $1.673 per share and are exercisable under conditions described in Traw Pharma’s Current Report on Form 8-K filed on April 15, 2026.
Were the Traw Pharma (TRAW) purchases by OrbiMed entities open-market or private transactions?
Although coded as purchases, the filing explains they occurred under a securities purchase agreement in a private placement that closed on April 16, 2026. Traw Pharma issued common stock and Series A, B and C warrants directly to investors, including the OrbiMed-affiliated fund.
Who is the actual holder of the Traw Pharma (TRAW) securities reported by OrbiMed entities?
The securities are held of record by OrbiMed Private Investments VIII LP. OrbiMed Capital GP VIII LLC is its general partner and OrbiMed Advisors LLC manages GP VIII. The reporting persons may be deemed to share power but disclaim beneficial ownership beyond their pecuniary interest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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