Great Point Partners, LLC and two affiliated individuals report a significant stake in Zura Bio Ltd. They beneficially own 3,815,930 Class A Ordinary Shares, representing 5.18% of the class, as of an event date of December 31, 2025.
The ownership is held through Biomedical Value Fund, L.P. with 2,632,991 shares and Biomedical Offshore Value Fund, Ltd. with 1,182,939 shares. Zura Bio had 73,680,710 shares outstanding as of December 31, 2025. The filers certify the holdings are passive and not for influencing control.
What stake in Zura Bio (ZURA) does Great Point Partners report in this Schedule 13G/A?
Great Point Partners and related individuals report beneficial ownership of 3,815,930 Zura Bio Class A Ordinary Shares, representing a 5.18% stake. This percentage is based on 73,680,710 shares outstanding as of December 31, 2025, as reported directly by the company.
How are Great Point Partners’ Zura Bio (ZURA) shares held according to the filing?
The filing states shares are held through two funds: Biomedical Value Fund, L.P. holds 2,632,991 shares and Biomedical Offshore Value Fund, Ltd. holds 1,182,939 shares. Great Point Partners is investment manager to both funds and may be deemed a beneficial owner of these positions.
Do the reporting persons seek control of Zura Bio (ZURA) with this 5.18% holding?
The certification explicitly states the securities were not acquired and are not held for changing or influencing control of Zura Bio. They are reported on a passive Schedule 13G/A basis, indicating no control-related purpose for these holdings under the stated certification language.
Who are the individual reporting persons in the Zura Bio (ZURA) Schedule 13G/A?
The reporting group includes Great Point Partners, LLC, Dr. Jeffrey R. Jay, M.D., and Ms. Lillian Nordahl. Dr. Jay is identified as Senior Managing Member of Great Point, and Ms. Nordahl as Managing Director, each with voting and investment power over the funds’ shares.
What share count did Zura Bio (ZURA) report outstanding for calculating the 5.18%?
The 5.18% ownership figure is calculated using 73,680,710 Zura Bio shares outstanding as of December 31, 2025. This outstanding share count was reported directly by Zura Bio to the reporting persons and is used as the denominator for the percentage of class.
Do Great Point Partners and its principals fully acknowledge beneficial ownership of Zura Bio (ZURA) shares?
The filing states Great Point, Dr. Jay, and Ms. Nordahl may be deemed beneficial owners through their roles, but they disclaim beneficial ownership of the Biomedical Value Fund and Biomedical Offshore Value Fund shares except to the extent of their respective pecuniary interests.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Zura Bio Ltd
(Name of Issuer)
Class A Ordinary Shares
(Title of Class of Securities)
G9TY5A101
(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.
G9TY5A101
1
Names of Reporting Persons
Great Point Partners, 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
0.00
6
Shared Voting Power
3,815,930.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,815,930.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,815,930.00
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)
5.18 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP No.
G9TY5A101
1
Names of Reporting Persons
Dr. Jeffrey R. Jay, M.D.
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
3,815,930.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,815,930.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,815,930.00
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)
5.18 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP No.
G9TY5A101
1
Names of Reporting Persons
Ms. Lillian Nordahl
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
3,815,930.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,815,930.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,815,930.00
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)
5.18 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Zura Bio Ltd
(b)
Address of issuer's principal executive offices:
4225 EXECUTIVE SQUARE, SUITE 600, LA JOLLA, CA, 92037
Item 2.
(a)
Name of person filing:
Great Point Partners, LLC
Dr. Jeffrey R. Jay, M.D.
Ms. Lillian Nordahl
The Reporting Persons have entered into a Joint Filing Agreement, dated February 17, 2026, a copy of which is filed with this SCHEDULE 13G as Exhibit A, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is
165 Mason Street, 3rd Floor
Greenwich, CT 06830
(c)
Citizenship:
Great Point Partners, LLC is a limited liability company organized under the laws of the State of Delaware. Dr. Jeffrey R. Jay, M.D. is a citizen of the United States. Ms. Lillian Nordahl is a citizen of the United States.
(d)
Title of class of securities:
Class A Ordinary Shares
(e)
CUSIP No.:
G9TY5A101
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:
3,815,930
(b)
Percent of class:
5.18 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
3,815,930
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
3,815,930
The information required by Items 4(a) - (c) is set forth in Rows (5) - (11) of the cover pages for the Reporting Persons and is incorporated herein by reference.
The percentage set forth in Row (11) of the cover pages for the Reporting Persons are based on a total of 73,680,710 shares outstanding as of December 31, 2025, as reported directly by the Issuer to the Reporting Persons.
Biomedical Value Fund, L.P. ("BVF") is the record holder of 2,632,991 shares of Common Stock (the "BVF Shares"). Great Point Partners, LLC ("Great Point") is the investment manager of BVF, and by virtue of such status may be deemed to be the beneficial owner of the BVF Shares. Each of Dr. Jeffrey R. Jay, M.D. ("Dr. Jay"), as Senior Managing Member of Great Point, and Ms. Lillian Nordahl ("Ms. Nordahl"), as Managing Director of Great Point, has voting and investment power with respect to the BVF Shares, and therefore may be deemed to be the beneficial owner of the BVF Shares.
Biomedical Offshore Value Fund, Ltd. ("BOVF") is the record holder of 1,182,939 shares of Common Stock (the "BOVF Shares"). Great Point is the investment manager of BOVF, and by virtue of such status may be deemed to be the beneficial owner of the BOVF Shares. Each of Dr. Jeffrey R. Jay, M.D. ("Dr. Jay"), as Senior Managing Member of Great Point, and Ms. Lillian Nordahl ("Ms. Nordahl"), as Managing Director of Great Point, has voting and investment power with respect to the BOVF Shares, and therefore may be deemed to be the beneficial owner of the BOVF Shares.
Notwithstanding the above, Great Point, Dr. Jay and Ms. Nordahl disclaim beneficial ownership of the BVF Shares and the BOVF Shares, except to the extent of their respective pecuniary interests.
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.
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 4.
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.
Great Point Partners, LLC
Signature:
/s/ Dr. Jeffrey R. Jay, M.D
Name/Title:
Dr. Jeffrey R. Jay, M.D - Senior Managing Member
Date:
02/17/2026
Dr. Jeffrey R. Jay, M.D.
Signature:
/s/ Dr. Jeffrey R. Jay, M.D
Name/Title:
Dr. Jeffrey R. Jay, M.D
Date:
02/17/2026
Ms. Lillian Nordahl
Signature:
/s/ Ms. Lillian Nordahl
Name/Title:
Ms. Lillian Nordahl
Date:
02/17/2026
Exhibit Information
JOINT FILING STATEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned hereby agree as follows:
(i) Each of them is individually eligible to use the SCHEDULE 13G/A to which this Exhibit is attached, and such SCHEDULE 13G/A is filed on behalf of each of them; and
(ii) Each of them is responsible for the timely filing of such SCHEDULE 13G/A and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
Dated: February 17, 2026
Great Point Partners, LLC
By: /s/ Dr. Jeffrey R. Jay, M.D.
Dr. Jeffrey R. Jay, M.D., as Senior Managing Member
Dr. Jeffrey R. Jay, M.D.
By: /s/ Dr. Jeffrey R. Jay, M.D.
Dr. Jeffrey R. Jay, M.D.
Ms. Lillian Nordahl
By: /s/ Ms. Lillian Nordahl
Ms. Lillian Nordahl
