Polar Capital group files 13G/A reporting 3.7M shares in Verastem (VSTM)

Rhea-AI Filing Summary

Polar Capital group reports a 13G/A filing disclosing beneficial ownership in Verastem, Inc. The filing states the group (Polar Capital Holdings plc, Polar Capital LLP and Polar Capital Funds PLC - Biotechnology Fund) beneficially owns 3,700,000 shares, representing 4.80% of Verastem's common stock. The filing cites 77,154,709 shares outstanding as of January 12, 2026 as the basis for the percentage. Signatures show Nicholas Farren, Chief Operating Officer, executed joint filing statements on behalf of the entities.

Insights

Institutional Ownership Analyst

Large institutional position disclosed: 3.7M shares, 4.80% of Verastem.

The filing lists a single beneficial position of 3,700,000 shares held with sole voting and sole dispositive power. This identifies the Polar Capital group as a visible institutional holder below the 5% Schedule 13D threshold.

Implications include potential monitoring of the position in future amendments; subsequent filings could show increases, reductions, or changes to voting arrangements.

Securities Compliance Counsel

Procedural joint Schedule 13G/A filing with joint filing statement.

The document is a Schedule 13G/A joint filing executed by Nicholas Farren for three related entities and includes the required Item 4 beneficial ownership disclosure and the basis for the percentage using an outstanding share count dated January 12, 2026.

The filing is administrative in nature; further material change would typically require an amendment or a Schedule 13D if circumstances change.

Key Figures

Shares beneficially owned: 3,700,000 shares Percent of class: 4.80% Shares outstanding (basis): 77,154,709 shares +1 more

4 metrics

Shares beneficially owned 3,700,000 shares Amount reported in Item 4

Percent of class 4.80% Calculated using outstanding shares cited in filing

Shares outstanding (basis) 77,154,709 shares Basis for percentage: reported as of January 12, 2026

Filing type Schedule 13G/A Amendment No. 1 joint filing statement

Key Terms

beneficially owned, sole dispositive power, joint filing statement, Schedule 13G/A

4 terms

beneficially owned regulatory

"Item 4. | Ownership (a) | Amount beneficially owned: 3,700,000"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power regulatory

"7 | Sole Dispositive Power 3,700,000.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

joint filing statement regulatory

"Exhibit I JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k)"

Schedule 13G/A regulatory

"(Amendment No. 1 ) Verastem, Inc."

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

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

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Available on EDGAR 07/08/2026 - 09:49 AM Accepted by SEC EDGAR 07/08/2026 - 09:49 AM Learn about SEC filing dates

FAQ

What stake does Polar Capital report in VSTM?

Polar Capital reports beneficial ownership of 3,700,000 shares of Verastem common stock, equal to 4.80% of the class based on the cited outstanding share count.

How was the 4.80% ownership calculated for VSTM?

The percentage is calculated using a stated 77,154,709 shares outstanding as of January 12, 2026, with Polar Capital's 3,700,000 shares producing the 4.80% figure.

Which Polar Capital entities filed the Schedule 13G/A for VSTM?

The filing lists Polar Capital Holdings plc, Polar Capital LLP, and Polar Capital Funds PLC - Biotechnology Fund as joint filers, with a joint filing statement executed by Nicholas Farren.

Does this filing indicate control or changes to control of Verastem (VSTM)?

The filing reports sole voting and dispositive power over 3,700,000 shares but does not state any change of control; it is an ownership disclosure under Schedule 13G/A.

When were the joint filing signatures dated for the VSTM 13G/A?

The joint filing statements are signed by Nicholas Farren, Chief Operating Officer, with signature dates shown as 07/08/2026 on the excerpt.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Verastem, Inc.

(Name of Issuer)

Common stock, $0.0001 par value per share

(Title of Class of Securities)

92337C203

(CUSIP Number)

03/31/2026

(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): 92337C203

1

Names of Reporting Persons

Polar Capital Holdings Plc

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 KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 3,700,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 3,700,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,700,000.00

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)

4.80 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

CUSIP Number(s): 92337C203

1

Names of Reporting Persons

Polar Capital LLP

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 KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 3,700,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 3,700,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,700,000.00

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)

4.80 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP Number(s): 92337C203

1

Names of Reporting Persons

Polar Capital Funds PLC - Biotechnology Fund

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 KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 3,700,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 3,700,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,700,000.00

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)

4.80 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Verastem, Inc.
(b)	Address of issuer's principal executive offices: 117 KENDRICK STREET, SUITE 500, NEEDHAM, MA, 02494
Item 2.
(a)	Name of person filing: Polar Capital Holdings Plc Polar Capital LLP Polar Capital Funds PLC - Biotechnology Fund
(b)	Address or principal business office or, if none, residence: 16 Palace Street London, SW1E 5JD George's Court, 54-62 Townsend Street Dublin 2, Ireland
(c)	Citizenship: United Kingdom
(d)	Title of class of securities: Common stock, $0.0001 par value per share
(e)	CUSIP No.: 92337C203
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: 3,700,000
(b)	Percent of class: 4.80%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 3,700,000
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 3,700,000
	(iv) Shared power to dispose or to direct the disposition of: 0 Based on 77,154,709 shares outstanding as reported on Bloomberg on January 12, 2026.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
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.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Information for each Subsidiary is incorporated on the respective cover pages.
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.

Polar Capital Holdings Plc

Signature:	/s/ Nicholas Farren
Name/Title:	Nicholas Farren - Chief Operating Officer
Date:	07/08/2026

Polar Capital LLP

Signature:	/s/ Nicholas Farren
Name/Title:	Nicholas Farren - Chief Operating Officer
Date:	07/08/2026

Polar Capital Funds PLC - Biotechnology Fund

Signature:	/s/ Nicholas Farren
Name/Title:	Nicholas Farren - Chief Operating Officer
Date:	07/08/2026

Exhibit Information

Exhibit I JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Polar Capital Holdings PLC By: /s/ Nicholas Farren Name: Nicholas Farren Title: Chief Operating Officer Polar Capital LLP By: /s/ Nicholas Farren Name: Nicholas Farren Title: Chief Operating Officer Polar Capital Funds PLC - Biotechnology Fund By: /s/ Nicholas Farren Name: Nicholas Farren Title: Chief Operating Officer