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Qiming-affiliated investment entities filed an amended Schedule 13G reporting their passive ownership in Vor Biopharma Inc.’s common stock. Qiming Venture Partners VIII-HC, L.P. and Qiming GP VIII-HC, LLC each report beneficial ownership of 1,089,767 shares, representing 2.8% of the common stock outstanding as of December 31, 2025. Qiming Venture Partners VIII Investments, LLC and Qiming GP VIII, LLC each report beneficial ownership of 910,172 shares, representing 2.4% of the same share class. All reporting persons certify the holdings were not acquired to change or influence control of Vor Biopharma.
FAQ
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What ownership stakes in Vor Biopharma (VOR) do the Qiming entities report?
The Qiming entities report relatively small, passive stakes in Vor Biopharma. Qiming Venture Partners VIII-HC, L.P. and Qiming GP VIII-HC, LLC each beneficially own 1,089,767 shares (2.8%), while Qiming Venture Partners VIII Investments, LLC and Qiming GP VIII, LLC each beneficially own 910,172 shares (2.4%).
How were the Qiming ownership percentages in Vor Biopharma (VOR) calculated?
The reported ownership percentages are based on Vor Biopharma having 38,720,196 shares of common stock outstanding as of December 31, 2025. Using this figure, 1,089,767 shares correspond to 2.8% of the class and 910,172 shares correspond to 2.4% of the class.
Are the Qiming holdings in Vor Biopharma (VOR) intended to influence control of the company?
The filing states the securities were not acquired and are not held for the purpose of changing or influencing control of Vor Biopharma. The reporting persons also state the holdings are not part of any transaction intended to have that purpose or effect.
Which Qiming entities are listed as reporting persons for Vor Biopharma (VOR)?
The reporting persons are Qiming Venture Partners VIII Investments, LLC, Qiming Venture Partners VIII-HC, L.P., Qiming GP VIII, LLC, and Qiming GP VIII-HC, LLC. All are organized in the Cayman Islands and share a registered address at PO Box 309, Ugland House, Grand Cayman.
Who signed the amended Schedule 13G/A related to Vor Biopharma (VOR)?
Holan Lam signed on behalf of each reporting person. The signatures list Holan Lam as Authorized Signatory or Manager for the respective Qiming entities, with all signatures dated February 13, 2026, confirming the accuracy and completeness of the ownership information provided.
What type of securities do the Qiming entities hold in Vor Biopharma (VOR)?
The Qiming entities hold Vor Biopharma’s common stock with a par value of $0.0001 per share. The CUSIP number for these securities is 929033207, and all reported positions relate to this single class of common stock, not to preferred shares or derivatives.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
VOR BIOPHARMA INC.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
929033207
(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.
929033207
1
Names of Reporting Persons
Qiming Venture Partners VIII-HC, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,089,767.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,089,767.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,089,767.00
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)
2.8 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Note to Row (11): The percentage is calculated based on 38,720,196 shares of Common Stock outstanding on December 31, 2025, as the information provided by the Issuer.
SCHEDULE 13G
CUSIP No.
929033207
1
Names of Reporting Persons
Qiming Venture Partners VIII Investments, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
910,172.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
910,172.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
910,172.00
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)
OO
Comment for Type of Reporting Person: Note to Row (11): The percentage is calculated based on 38,720,196 shares of Common Stock outstanding on December 31, 2025, as the information provided by the Issuer.
SCHEDULE 13G
CUSIP No.
929033207
1
Names of Reporting Persons
Qiming GP VIII, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
910,172.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
910,172.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
910,172.00
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)
OO
Comment for Type of Reporting Person: Note to Row (5) (7) and (9): As of the date of this Schedule 13G/A filing, Qiming GP VIII, LLC is the general partner of Qiming Venture Partners VIII, L.P. and Qiming VIII Strategic Investors Fund, L.P., which are the members of the Qiming Venture Partners VIII Investments, LLC with 99.50% and 0.50% equity interest in Qiming Venture Partners VIII Investments, LLC, respectively.
Note to Row (11): The percentage is calculated based on 38,720,196 shares of Common Stock outstanding on December 31, 2025, as the information provided by the Issuer.
SCHEDULE 13G
CUSIP No.
929033207
1
Names of Reporting Persons
Qiming GP VIII-HC, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,089,767.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,089,767.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,089,767.00
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)
2.8 %
12
Type of Reporting Person (See Instructions)
HC, OO
Comment for Type of Reporting Person: Note to Row (5) (7) and (9): As of the date of this Schedule 13G/A filing, Qiming GP VIII-HC, LLC is the general partner of Qiming Venture Partners VIII-HC, L.P.
Note to Row (11): The percentage is calculated based on 38,720,196 shares of Common Stock outstanding on December 31, 2025, as the information provided by the Issuer.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
VOR BIOPHARMA INC.
(b)
Address of issuer's principal executive offices:
500 Boylston Street, Suite 1350, Boston, MA, 02116.
Item 2.
(a)
Name of person filing:
Qiming Venture Partners VIII Investments, LLC ("QVP VIII LLC"), Qiming Venture Partners VIII-HC, L.P. ("QVP VIII-HC"), Qiming GP VIII, LLC, Qiming GP VIII-HC, LLC (collectively, the "Reporting Persons")
(b)
Address or principal business office or, if none, residence:
The registered address of each of the Reporting Persons is PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands.
(c)
Citizenship:
All Reporting Persons are organized in Cayman Islands.
(d)
Title of class of securities:
Common Stock, $0.0001 par value per share
(e)
CUSIP No.:
929033207
Item 4.
Ownership
(a)
Amount beneficially owned:
Row 9 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person and is incorporated by reference.
(b)
Percent of class:
Row 11 of each Reporting Person's cover page to this Schedule 13G sets forth the aggregate number of securities of the Issuer beneficially owned by such Reporting Person and is incorporated by reference.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information set forth in Row (5) of the cover page for each of the Reporting Person is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information set forth in Row (6) of the cover page for each of the Reporting Person is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information set forth in Row (7) of the cover page for each of the Reporting Person is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information set forth in Row (8) of the cover page for each of the Reporting Person is incorporated herein 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.
Qiming Venture Partners VIII-HC, L.P.
Signature:
/s/ Holan Lam
Name/Title:
Holan Lam/Authorized Signatory
Date:
02/13/2026
Qiming Venture Partners VIII Investments, LLC
Signature:
/s/ Holan Lam
Name/Title:
Holan Lam/Manager
Date:
02/13/2026
Qiming GP VIII, LLC
Signature:
/s/ Holan Lam
Name/Title:
Holan Lam/Authorized Signatory
Date:
02/13/2026
Qiming GP VIII-HC, LLC
Signature:
/s/ Holan Lam
Name/Title:
Holan Lam/Authorized Signatory
Date:
02/13/2026
Exhibit Information
Exhibit 99.1 Joint Filing Agreement, dated as of November 5, 2025 (incorporated by reference to Exhibit A to the Reporting Persons' Schedule 13G filed with the SEC on November 5, 2025).
https://www.sec.gov/Archives/edgar/data/1817229/000095010325014354/dp237001_exa.htm
