[SCHEDULE 13G/A] Tourmaline Bio, Inc. SEC Filing

Rhea-AI Filing Summary

Avoro Capital Advisors LLC and Behzad Aghazadeh reported beneficial ownership of 2,555,555 shares of Tourmaline Bio, Inc. common stock, equal to 9.95% of the class. The percentage is calculated using an aggregate of 25,688,479 shares outstanding as disclosed by the company for the quarter ended March 31, 2025.

The filing identifies Avoro as the investment adviser holding the shares on behalf of Avoro Life Sciences Fund LLC and names Dr. Aghazadeh as the portfolio manager and controlling person. The reporting persons state they have sole voting and dispositive power over the reported shares and certify the shares were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control.

Positive

• Material disclosure of a 9.95% stake provides transparency about a significant institutional holder
• Sole voting and dispositive power over 2,555,555 shares clarifies who controls the reported votes and dispositions

Negative

• None.

Insights

Financial Analyst

TL;DR: Avoro holds a near-10% stake (2.56M shares) in TRML, signaling notable institutional interest without declared intent to seek control.

Avoro's reported 9.95% position represents a material minority holding that can influence liquidity and market perception but does not by itself indicate an activist agenda. The filing shows sole voting and dispositive power, and the stake is held on behalf of Avoro Life Sciences Fund LLC. The certification that shares were acquired in the ordinary course constrains interpretation; investors should note the stake size is large enough to matter for shareholder votes yet below 10% thresholds that often trigger different strategic considerations.

Corporate Governance Expert

TL;DR: Disclosure is governance-relevant—identifies a significant investor and voting control, but confirms no intent to alter corporate control.

The Schedule 13G/A discloses that Avoro and Behzad Aghazadeh exercise sole voting and dispositive authority over 2,555,555 shares (9.95%). From a governance perspective, this clarifies who can vote a meaningful block at shareholder meetings. The statement's explicit certification that holdings are in the ordinary course and not aimed at influencing control reduces the immediacy of takeover or activist concerns, although the holder remains a materially significant shareholder whose future actions could still affect corporate governance dynamics.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Tourmaline Bio, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

89157D105

(CUSIP Number)

06/30/2025

(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. 89157D105

1

Names of Reporting Persons

Avoro Capital 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 2,555,555.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,555,555.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,555,555.00

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)

9.95 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. 89157D105

1

Names of Reporting Persons

Behzad Aghazadeh

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 2,555,555.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,555,555.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,555,555.00

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)

9.95 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Tourmaline Bio, Inc.
(b)	Address of issuer's principal executive offices: 27 West 24th Street, Suite 702, New York, NY 10010
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Avoro Capital Advisors LLC, a Delaware limited liability company ("Avoro"), which provides investment advisory and management services and has acquired the shares of common stock, par value $0.0001 per share ("Common Stock") of Tourmaline Bio, Inc., a Delaware corporation (the "Company"), solely for investment purposes on behalf of Avoro Life Sciences Fund LLC, a Delaware limited liability company, and (ii) Behzad Aghazadeh ("Dr. Aghazadeh," and together with Avoro, the "Reporting Persons"), who serves as the portfolio manager and controlling person of Avoro. The filing of this statement should not be construed as an admission that any Reporting Person is, for purposes of Section 13 of the Act, the beneficial owner of the securities reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 110 Greene Street, Suite 800, New York, NY 10012.
(c)	Citizenship: Avoro is a Delaware limited liability company. Dr. Aghazadeh is a United States citizen.
(d)	Title of class of securities: Common Stock, par value $0.0001 per share
(e)	CUSIP No.: 89157D105
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 25,688,479 shares of Common Stock outstanding as of April 25, 2025, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, filed with the Securities and Exchange Commission on May 2, 2025.
(b)	Percent of class: 9.95%
(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.
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. See Item 2(a). Avoro Life Sciences Fund LLC has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the shares of Common Stock.
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 acquired and are held in the ordinary course of business and 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.

Avoro Capital Advisors LLC

Signature:	/s/ Scott Epstein
Name/Title:	Scott Epstein, Chief Financial Officer & Chief Compliance Officer
Date:	08/14/2025

Behzad Aghazadeh

Signature:	/s/ Behzad Aghazadeh
Name/Title:	Behzad Aghazadeh, Individually
Date:	08/14/2025

FAQ

Who filed the Schedule 13G/A for Tourmaline Bio (TRML)?

The statement was filed by Avoro Capital Advisors LLC and Behzad Aghazadeh (the reporting persons).

How many Tourmaline Bio (TRML) shares does Avoro report owning?

Avoro reports beneficial ownership of 2,555,555 shares of common stock.

What percentage of Tourmaline Bio (TRML) does the reported position represent?

The reported position represents 9.95% of the outstanding common stock, based on 25,688,479 shares outstanding.

Does Avoro have voting or dispositive power over the shares?

Yes. The filing states Avoro and Dr. Aghazadeh have sole voting and sole dispositive power over the 2,555,555 shares.

Are the shares reported as being acquired to influence control of the company?

No. The reporting persons certify the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.