RA Capital reports 9.99% TSHA stake in Taysha Gene Therapies (TSHA)

Rhea-AI Filing Summary

RA Capital Management and affiliated funds filed an amended Schedule 13G reporting their beneficial ownership in Taysha Gene Therapies, Inc. common stock as of June 30, 2026. The RA Capital Healthcare Fund directly holds 23,555,648 shares of common stock and pre-funded warrants exercisable for up to 52,134,718 additional shares.

Because the pre-funded warrants include a Beneficial Ownership Blocker set at 9.99%, only 9,330,594 warrant shares are currently included in beneficial ownership, bringing total counted beneficial ownership to 32,886,242 shares, or 9.99% of Taysha’s common stock. Voting and dispositive power over these securities is delegated to RA Capital, with RA Capital, Peter Kolchinsky, and Rajeev Shah each disclaiming beneficial ownership except for Section 13(d) reporting purposes.

Key Figures

Beneficially owned shares: 32,886,242 shares Ownership percentage: 9.99% Direct common shares held: 23,555,648 shares +4 more

7 metrics

Beneficially owned shares 32,886,242 shares Shares of Taysha common stock beneficially owned by each reporting person as of June 30, 2026

Ownership percentage 9.99% Beneficial ownership of Taysha common stock limited by Beneficial Ownership Blocker

Direct common shares held 23,555,648 shares Taysha common stock directly held by RA Capital Healthcare Fund, L.P.

Pre-Funded Warrants capacity 52,134,718 shares Maximum Taysha common shares issuable upon exercise of the Fund’s Pre-Funded Warrants

Warrant shares counted 9,330,594 shares Taysha common shares from Pre-Funded Warrants included in beneficial ownership under the blocker

Shares outstanding baseline 287,361,020 shares Taysha common stock outstanding as of May 6, 2026, used in ownership calculation

Additional shares issued 32,500,001 shares Taysha common stock issued on June 5, 2026, included in ownership percentage base

Key Terms

Pre-Funded Warrants, Beneficial Ownership Blocker, beneficial owner, Section 13(d) of the Act, +2 more

6 terms

Pre-Funded Warrants financial

"The Fund directly holds 23,555,648 shares of common stock and pre-funded warrants"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

Beneficial Ownership Blocker financial

"The Pre-Funded Warrants contain a provision (the "Beneficial Ownership Blocker")"

A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.

beneficial owner financial

"may be deemed a beneficial owner, for purposes of Section 13(d) of the Act"

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.

Section 13(d) of the Act regulatory

"for purposes of Section 13(d) of the Act, of any securities of the Issuer"

investment adviser financial

"RA Capital serves as investment adviser for the Fund and may be deemed"

An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.

Schedule 13G regulatory

"The Reporting Persons expressly disclaim status as a "group" for purposes of this /A"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

What percentage of Taysha Gene Therapies (TSHA) does RA Capital report owning?

RA Capital and affiliates report beneficial ownership of 9.99% of Taysha Gene Therapies’ common stock as of June 30, 2026, based on outstanding shares and a portion of pre-funded warrants counted under the warrant ownership cap.

How many TSHA shares does RA Capital beneficially own according to this Schedule 13G/A?

The reporting group lists beneficial ownership of 32,886,242 Taysha Gene Therapies shares as of June 30, 2026. This includes common stock held directly and warrant shares counted within the 9.99% Beneficial Ownership Blocker.

What TSHA securities are held by RA Capital Healthcare Fund, L.P.?

RA Capital Healthcare Fund, L.P. directly holds 23,555,648 TSHA common shares and pre-funded warrants exercisable for up to 52,134,718 additional shares, subject to a Beneficial Ownership Blocker that limits exercisability above 9.99% of outstanding stock.

How is the 9.99% ownership in TSHA calculated for RA Capital?

The 9.99% is based on 287,361,020 TSHA shares outstanding as of May 6, 2026, plus 32,500,001 shares issued on June 5, 2026, and 9,330,594 shares issuable from pre-funded warrants within the Beneficial Ownership Blocker.

Who are the reporting persons on this TSHA Schedule 13G/A amendment?

The reporting persons are RA Capital Management, L.P., RA Capital Healthcare Fund, L.P., and individuals Peter Kolchinsky and Rajeev Shah. They coordinate investment activities but each disclaims beneficial ownership except for Section 13(d) reporting purposes.

What control does RA Capital have over its TSHA holdings?

RA Capital has been delegated sole power to vote and dispose of securities in the Fund’s portfolio, including TSHA shares. The Fund states it has divested voting and investment power and disclaims beneficial ownership for Section 13(d) purposes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/14/2026 - 04:47 PM Accepted by SEC EDGAR 08/14/2026 - 04:47 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 5)

TAYSHA GENE THERAPIES, INC.

(Name of Issuer)

Common Stock, $0.00001 par value per share

(Title of Class of Securities)

877619106

(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): 877619106

1

Names of Reporting Persons

RA Capital Management, L.P.

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 32,886,242.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 32,886,242.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

32,886,242.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP Number(s): 877619106

1

Names of Reporting Persons

Peter Kolchinsky

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 32,886,242.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 32,886,242.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

32,886,242.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP Number(s): 877619106

1

Names of Reporting Persons

Rajeev Shah

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 32,886,242.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 32,886,242.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

32,886,242.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP Number(s): 877619106

1

Names of Reporting Persons

RA Capital Healthcare Fund, L.P.

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 32,886,242.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 32,886,242.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

32,886,242.00

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)

9.9 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: TAYSHA GENE THERAPIES, INC.
(b)	Address of issuer's principal executive offices: 3000 PEGASUS PARK DRIVE, SUITE 1430, DALLAS, TX, 75247.
Item 2.
(a)	Name of person filing: The names of the persons filing this report (collectively, the "Reporting Persons") are: RA Capital Management, L.P. ("RA Capital") Peter Kolchinsky Rajeev Shah RA Capital Healthcare Fund, L.P. (the "Fund") The Reporting Persons expressly disclaim status as a "group" for purposes of this Schedule 13G/A.
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of the Reporting Persons is: c/o RA Capital Management, L.P., 200 Berkeley Street, 18th Floor, Boston MA 02116
(c)	Citizenship: RA Capital and the Fund are Delaware limited partnerships. Dr. Kolchinsky and Mr. Shah are United States citizens.
(d)	Title of class of securities: Common Stock, $0.00001 par value per share
(e)	CUSIP No.: 877619106
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: Row 9 of each Reporting Person's cover page to this Schedule 13G/A sets forth the aggregate number of shares of common stock of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference. The Fund directly holds 23,555,648 shares of common stock and pre-funded warrants ("Pre-Funded Warrants") exercisable for up to 52,134,718 shares of common stock. The Pre-Funded Warrants contain a provision (the "Beneficial Ownership Blocker"), which precludes the exercise of the Pre-Funded Warrants to the extent that, following exercise, the Fund, together with its affiliates and other attribution parties, would own more than 9.99% of the common stock outstanding. The Fund is currently prohibited from exercising a portion of the Pre-Funded Warrants to the extent that such exercise would result in beneficial ownership of more than 32,886,242 shares of common stock. RA Capital Healthcare Fund GP, LLC is the general partner of the Fund. The general partner of RA Capital is RA Capital Management GP, LLC, of which Dr. Kolchinsky and Mr. Shah are the controlling persons. RA Capital serves as investment adviser for the Fund and may be deemed a beneficial owner, for purposes of Section 13(d) of the Act, of any securities of the Issuer held by the Fund. The Fund has delegated to RA Capital the sole power to vote and the sole power to dispose of all securities held in the Fund's portfolio, including the shares of the Issuer's Common Stock reported herein. Because the Fund has divested voting and investment power over the reported securities it holds and may not revoke that delegation on less than 61 days' notice, the Fund disclaims beneficial ownership of the securities it holds for purposes of Section 13(d) of the Act. As managers of RA Capital, Dr. Kolchinsky and Mr. Shah may be deemed beneficial owners, for purposes of Section 13(d) of the Act, of any securities of the Issuer beneficially owned by RA Capital. RA Capital, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of the securities reported in this Schedule 13G other than for the purpose of determining their obligations under Section 13(d) of the Act, and the filing of this Schedule 13G shall not be deemed an admission that either RA Capital, Dr. Kolchinsky, or Mr. Shah is the beneficial owner of such securities for any other purpose.
(b)	Percent of class: Due to the Beneficial Ownership Blocker listed in the Pre-Funded Warrants, each Reporting Person's beneficial ownership percentage was 9.99% as of June 30, 2026. Such percentage is based upon the sum of (i) 287,361,020 shares of the Issuer's common stock outstanding as of May 6, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on May 6, 2026, (ii) 32,500,001 shares of common stock issued by the Issuer on June 5, 2026, as reported in the Issuer's Prospectus Supplement filed with the SEC on June 25, 2026, and (iii) 9,330,594 shares of Common Stock issuable upon the exercise of the Pre-Funded Warrants. Due to field limitations of the EDGAR filing system, the percentages listed in row 11 of the Reporting Persons' cover pages have been rounded down to 9.9%.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Row 5 of each Reporting Person's cover page to this Schedule 13G/A sets forth the sole power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
	(ii) Shared power to vote or to direct the vote: Row 6 of each Reporting Person's cover page to this Schedule 13G/A sets forth the shared power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
	(iii) Sole power to dispose or to direct the disposition of: Row 7 of each Reporting Person's cover page to this Schedule 13G/A sets forth the sole power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated by reference.
	(iv) Shared power to dispose or to direct the disposition of: Row 8 of each Reporting Person's cover page to this Schedule 13G/A sets forth the shared power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of June 30, 2026 and is incorporated 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.
	Not Applicable
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.

RA Capital Management, L.P.

Signature:	/s/ Peter Kolchinsky
Name/Title:	By Peter Kolchinsky, Authorized Signatory
Date:	08/14/2026

Peter Kolchinsky

Signature:	/s/ Peter Kolchinsky
Name/Title:	Peter Kolchinsky
Date:	08/14/2026

Rajeev Shah

Signature:	/s/ Rajeev Shah
Name/Title:	Rajeev Shah
Date:	08/14/2026

RA Capital Healthcare Fund, L.P.

Signature:	/s/ Peter Kolchinsky
Name/Title:	By RA Capital Healthcare Fund GP, LLC, its General Partner, By Peter Kolchinsky, Manager
Date:	08/14/2026

Exhibit Information

Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit 1 to Schedule 13G/A filed on November 14, 2024)