EcoR1 funds trim First Tracks Biotherapeutics (TRAX) stake with 4.7M-share sale

Rhea-AI Filing Summary

First Tracks Biotherapeutics, Inc. insider filing shows funds advised by EcoR1 Capital, LLC sold 4,705,575 shares of Common Stock at $13.8134 per share in a transaction coded as an open-market or private sale.

According to the disclosure, the shares are held directly by EcoR1-managed funds for the benefit of their investors, with EcoR1 and its control person Oleg Nodelman only indirectly deemed beneficial owners to the extent of their pecuniary interests. A footnote states the funds sold these shares in a private placement described in a separate Form 8-K.

The filing notes that EcoR1 Capital Fund Qualified L.P. sold 4,420,064 of the shares in this transaction and, after the sale, holds 2,981,908 First Tracks Biotherapeutics common shares. Overall indirect holdings reported for EcoR1 after the transaction total 3,174,519 shares, indicating the funds retain a sizable, but reduced, position.

Positive

• None.

Negative

• Significant stake reduction by a large holder: Funds advised by EcoR1 Capital sold 4,705,575 First Tracks Biotherapeutics shares in a private placement, leaving 3,174,519 shares indirectly held, a material trimming of their position in a single transaction.

Insights

Equity ownership & insider-transactions analyst

EcoR1-advised funds executed a large private sale but still retain a sizable TRAX stake.

The filing shows funds advised by EcoR1 Capital disposed of 4,705,575 shares of First Tracks Biotherapeutics common stock at $13.8134 per share. The transaction is coded as a sale and further described as occurring via a private placement referenced in a separate Form 8-K.

After this sizable reduction, EcoR1’s indirect beneficial ownership stands at 3,174,519 shares, including 2,981,908 shares held by EcoR1 Capital Fund Qualified L.P. This means the funds remain large shareholders but have trimmed their position materially in a single event.

The sale is attributable to the funds, which hold the securities directly for their investors. EcoR1 and its control person are only deemed indirect beneficial owners and expressly disclaim beneficial ownership beyond their pecuniary interests, so the transaction reflects portfolio activity at the fund level rather than a personal sale.

Insider Trade Summary

Net Seller: 4,705,575 shares ($64,999,990)

Net Sell 1 txn

Insider EcoR1 Capital, LLC

Role null

Sold 4,705,575 shs ($65.00M)

Type	Security	Shares	Price	Value
Sale	Common Stock	4,705,575	$13.8134	$65.00M

Holdings After Transaction: Common Stock — 3,174,519 shares (Indirect, See Note)

Footnotes (1)

1. The reporting persons are EcoR1 Capital, LLC ("EcoR1"), Oleg Nodelman and EcoR1 Capital Fund Qualified L.P. ("Qualified Fund"). EcoR1 is the investment adviser and general partner of private funds, including Qualified Fund (collectively, the "Funds"). Mr. Nodelman is the manager and controlling owner of EcoR1. EcoR1 is filing this Form 4 for itself, Mr. Nodelman and Qualified Fund. The filers are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934. The Funds hold these securities directly for the benefit of their investors. EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to the Funds. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1. The filers disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein. The Funds sold these share in a private placement described in the Form 8K filed by the Issuer on April 20, 2026. Qualified Fund sold 4,420,064 of the securities in this transaction. After this transaction, Qualified Fund holds 2,981,908 shares of the Issuer's Common Stock.

Key Figures

Shares sold: 4,705,575 shares Sale price per share: $13.8134 per share Shares held after transaction: 3,174,519 shares +2 more

5 metrics

Shares sold 4,705,575 shares Common Stock sold by EcoR1-advised funds on April 20, 2026

Sale price per share $13.8134 per share Price for the 4,705,575-share sale

Shares held after transaction 3,174,519 shares Indirectly owned by EcoR1 after the sale

Qualified Fund shares sold 4,420,064 shares Portion of the transaction attributed to EcoR1 Capital Fund Qualified L.P.

Qualified Fund shares after sale 2,981,908 shares EcoR1 Capital Fund Qualified L.P. post-transaction holdings

Key Terms

beneficial ownership, private placement, indirectly beneficially own, pecuniary interests

4 terms

beneficial ownership financial

"The filers disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

private placement financial

"The Funds sold these share in a private placement described in the Form 8K filed by the Issuer"

A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.

indirectly beneficially own financial

"EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to the Funds"

pecuniary interests financial

"The filers disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

EcoR1 Capital, LLC

(Last) (First) (Middle)

357 TEHAMA STREET #3

(Street)

SAN FRANCISCO CALIFORNIA 94103

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
First Tracks Biotherapeutics, Inc. [ TRAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/20/2026		S(2)		4,705,575(3)	A	$13.8134	3,174,519(4)	I	See Note(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting persons are EcoR1 Capital, LLC ("EcoR1"), Oleg Nodelman and EcoR1 Capital Fund Qualified L.P. ("Qualified Fund"). EcoR1 is the investment adviser and general partner of private funds, including Qualified Fund (collectively, the "Funds"). Mr. Nodelman is the manager and controlling owner of EcoR1. EcoR1 is filing this Form 4 for itself, Mr. Nodelman and Qualified Fund. The filers are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934. The Funds hold these securities directly for the benefit of their investors. EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to the Funds. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1. The filers disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein.

2. The Funds sold these share in a private placement described in the Form 8K filed by the Issuer on April 20, 2026.

3. Qualified Fund sold 4,420,064 of the securities in this transaction.

4. After this transaction, Qualified Fund holds 2,981,908 shares of the Issuer's Common Stock.

	/s/ Oleg Nodelman, Manager of EcoR1 Capital, LLC	04/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did EcoR1-related funds do in this Form 4 for First Tracks Biotherapeutics (TRAX)?

Funds advised by EcoR1 Capital sold 4,705,575 shares of First Tracks Biotherapeutics common stock. The transaction, priced at $13.8134 per share, was reported as a sale and further described as part of a private placement referenced in a separate Form 8-K.

How many First Tracks Biotherapeutics shares do EcoR1-advised funds hold after this sale?

After the reported transaction, EcoR1’s indirect beneficial ownership totals 3,174,519 First Tracks Biotherapeutics common shares. This includes 2,981,908 shares held by EcoR1 Capital Fund Qualified L.P., indicating the funds maintain a sizable, though reduced, position in the company.

What portion of the sold First Tracks Biotherapeutics shares came from EcoR1 Capital Fund Qualified L.P.?

EcoR1 Capital Fund Qualified L.P. sold 4,420,064 of the 4,705,575 First Tracks Biotherapeutics shares in this transaction. A footnote specifies this allocation and confirms the fund continues to hold 2,981,908 shares of the company’s common stock afterward.

Was the EcoR1-related sale of TRAX shares an open-market transaction?

The transaction is coded as a sale, but a footnote clarifies the funds sold the shares in a private placement. That private placement is described in a Form 8-K filed by First Tracks Biotherapeutics on April 20, 2026, rather than as ordinary open-market trading.

Do EcoR1 Capital and Oleg Nodelman personally own the TRAX shares in this Form 4?

The shares are held directly by EcoR1-managed funds for their investors. EcoR1 and Oleg Nodelman may be deemed indirect beneficial owners as adviser and control person, but they expressly disclaim beneficial ownership except to the extent of their pecuniary interests.