Yarrow Bioscience insider restructures 133K shares
Yarrow Bioscience, Inc. reports that an affiliated RTW Entity managed by RTW Fund Group GP, LLC exchanged 133,290 shares of common stock for pre-funded warrants to purchase the same number of shares on July 29, 2026.
Rhea-AI Filing Summary
Yarrow Bioscience, Inc. reports that an affiliated RTW Entity managed by RTW Fund Group GP, LLC exchanged 133,290 shares of common stock for pre-funded warrants to purchase the same number of shares on July 29, 2026. Following this restructuring, the RTW Entity holds 8,949,719 pre-funded warrants and 266,307 common shares, all indirectly, with beneficial ownership disclaimed except to the extent of pecuniary interest. The pre-funded warrants have a $0.0001 exercise price, no expiration, and a 9.99% beneficial ownership cap.
Positive
- None.
Negative
- None.
Insider Trade Summary
Other: 266,580 shares
Other
2 txns
Insider
RTW Fund Group GP, LLC, WONG RODERICK
Role
10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Pre-Funded Warrants (Right to Buy) F1, F3, F2 | 133,290 | $0.00 | $0.00 |
| Other | Common Stock F1, F2 | 133,290 | $0.00 | $0.00 |
Holdings After Transaction:
Pre-Funded Warrants (Right to Buy) — 8,949,719 contracts (Indirect, See footnote);
Common Stock — 266,307 shares (Indirect, See footnote)
Footnotes (3)
- F1. Pursuant to the terms of that certain Exchange Agreement, dated as of July 29, 2026, RTW Entity (as defined below) exchanged 133,290 shares of the Issuer's common stock for pre-funded warrants to purchase an equivalent number of shares of the Issuer's common stock.
- F2. Held by a certain affiliated entity ("RTW Entity") managed by RTW Fund Group GP, LLC ("RTW Fund Group"). Roderick Wong, M.D. serves as the Managing Member of RTW Fund Group. The Reporting Persons disclaim beneficial ownership of the reported securities for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, except to the extent of their pecuniary interest therein.
- F3. The pre-funded warrants to purchase shares of the Issuer's common stock (the "Pre-Funded Warrants") have no expiration date and are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise.
Key Figures
Common shares exchanged: 133,290 shares
Pre-funded warrants received: 133,290 warrants
Pre-funded warrants held after transaction: 8,949,719 warrants
+4 more
7 metrics
Common shares exchanged
133,290 shares
Exchanged by RTW Entity for pre-funded warrants on July 29, 2026
Pre-funded warrants received
133,290 warrants
Received in exchange for common stock under the Exchange Agreement dated July 29, 2026
Pre-funded warrants held after transaction
8,949,719 warrants
Indirectly held by the RTW Entity following the restructuring
Common shares held after transaction
266,307 shares
Indirectly held by the RTW Entity after disposing of 133,290 shares in the exchange
Pre-funded warrant exercise price
$0.0001 per share
Exercise price of the pre-funded warrants for Yarrow Bioscience common stock
Beneficial ownership limitation
9.99%
Maximum beneficial ownership allowed immediately after any warrant exercise
Shares involved in restructuring
266,580 shares
Total shares counted across two J-code restructuring transactions
Key Terms
Exchange Agreement, Pre-Funded Warrants, beneficial ownership, pecuniary interest, +1 more
5 terms
Exchange Agreement regulatory
"Pursuant to the terms of that certain Exchange Agreement, dated as of July 29, 2026,"
A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.
Pre-Funded Warrants financial
"exchanged 133,290 shares of the Issuer's common stock for pre-funded warrants to purchase"
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 regulatory
"would beneficially own more than 9.99% of the number of shares of common stock"
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.
pecuniary interest financial
"except to the extent of their pecuniary interest therein."
Section 16 regulatory
"for purposes of Section 16 under the Securities Exchange Act of 1934, as amended,"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction was reported for VYNE on July 29, 2026?
An RTW-affiliated entity exchanged 133,290 Yarrow Bioscience (VYNE) common shares for pre-funded warrants to buy the same number of shares. The move was reported as an indirect restructuring by RTW Fund Group GP, LLC and Roderick Wong, rather than a market purchase or sale.
How many pre-funded warrants are held after this VYNE transaction?
After the exchange, the RTW Entity indirectly holds 8,949,719 pre-funded warrants for Yarrow Bioscience (VYNE) common stock. These warrants were received through restructurings including the swap of 133,290 common shares, and are subject to a 9.99% beneficial ownership limitation on exercise.
What are the key terms of the pre-funded warrants reported for VYNE?
The pre-funded warrants allow purchase of Yarrow Bioscience (VYNE) common stock at an exercise price of $0.0001 per share, have no expiration date, and are exercisable any time after issuance. However, exercises are limited so the holder cannot exceed 9.99% beneficial ownership.
How much Yarrow Bioscience common stock does the RTW Entity hold after the restructuring?
Following the transaction, the RTW Entity indirectly holds 266,307 Yarrow Bioscience (VYNE) common shares. This reflects disposal of 133,290 shares in exchange for an equal number of pre-funded warrants, while the reporting persons disclaim beneficial ownership except for their pecuniary interest.
Who controls the RTW Entity in the VYNE insider report and how is ownership described?
The securities are held by an affiliated RTW Entity managed by RTW Fund Group GP, LLC, whose managing member is Roderick Wong, M.D.. The reporting persons expressly disclaim beneficial ownership of these Yarrow Bioscience (VYNE) securities except to the extent of their pecuniary interest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
