ORBIMED ADVISORS LLC 4
4 · Shattuck Labs, Inc. · Filed Jun 9, 2026
Research Summary
AI-generated summary of this filing
Shattuck Labs (STTK) OrbiMed Director Exercises Common Warrants
What Happened
- OrbiMed Advisors LLC (reported as a director-related reporting person) exercised/converted its Common Warrants into Pre‑Funded Warrants on June 8, 2026. The filing shows conversions of 15,366,490 and 3,073,298 derivative units (reported as both disposed and acquired), totaling roughly 18.44 million warrants. No cash price is reported — this was a conversion of derivative securities, not an open‑market purchase or sale of common stock.
Key Details
- Transaction date: 2026-06-08; Form 4 filed: 2026-06-09 (timely).
- Amounts converted: 15,366,490 and 3,073,298 (total ≈ 18.44M) Common Warrants → Pre‑Funded Warrants. Reported consideration: N/A (derivative conversion).
- Shares owned after transaction: not specified in the Form 4.
- Notable footnotes:
- F1: These securities stem from a private placement closed Aug 25, 2025; OrbiMed had Common Warrants and Pre‑Funded Warrants and exercised Common Warrants into Pre‑Funded Warrants on June 8, 2026.
- F2: Pre‑Funded Warrants are exercisable any time (subject to a 9.99% beneficial ownership blocker) and expire once fully exercised.
- F3–F5: The reported holdings are held of record by OrbiMed funds (OrbiMed Private Investments IX, LP and OrbiMed Genesis Master Fund). OrbiMed Advisors, as managing member, may be deemed to have voting/investment power but disclaims beneficial ownership; OrbiMed designated Mona Ashiya as its board representative.
- Filing status: timely; no sale or purchase of common stock reported.
Context
- This is a derivative conversion (Common Warrants → Pre‑Funded Warrants), not an immediate acquisition of common shares or a cash sale. Pre‑Funded Warrants typically allow near‑immediate exercise into shares but are subject here to a 9.99% ownership blocker. This is institutional/investor reclassification activity rather than an individual executive buying or selling stock; disclosures note OrbiMed’s control relationships and disclaimers of beneficial ownership.
Insider Transaction Report
Form 4
ORBIMED ADVISORS LLC
Director
Transactions
- Conversion
Pre-Funded Warrants (right to buy)
[F1][F2][F3][F5]2026-06-08+15,366,490→ 25,477,874 total(indirect: See Footnote)Exercise: $0.00→ Common Stock (15,366,490 underlying) - Conversion
Pre-Funded Warrants (right to buy)
[F1][F2][F4][F5]2026-06-08+3,073,298→ 5,095,575 total(indirect: See Footnote)Exercise: $0.00→ Common Stock (3,073,298 underlying) - Conversion
Common Warrants (right to buy)
[F1][F2][F3][F5]2026-06-08−15,366,490→ 0 total(indirect: See Footnote)Exercise: $1.08→ Common Stock (15,366,490 underlying) - Conversion
Common Warrants (right to buy)
[F1][F2][F4][F5]2026-06-08−3,073,298→ 0 total(indirect: See Footnote)Exercise: $1.08→ Common Stock (3,073,298 underlying)
Holdings
- 5,255,106(indirect: See Footnote)
Common Stock
[F3][F5] - 1,051,021(indirect: See Footnote)
Common Stock
[F4][F5]
Footnotes (5)
- [F1]On August 4, 2025, the Issuer entered into a securities purchase agreement (the "Purchase Agreement") with certain accredited investors, including the Reporting Persons. Pursuant to the terms of the Purchase Agreement, the Issuer issued and sold to the Reporting Persons in a private placement which closed on August 25, 2025 (the "Closing Date") an aggregate of 6,306,127 shares of the Issuer's common stock ("Shares") and pre-funded warrants ("Pre-Funded Warrants") to purchase up to an aggregate of 12,133,661 Shares. The Reporting Persons also received accompanying common warrants ("Common Warrants") to purchase up to an aggregate of 18,439,799 Shares or, if so elected by Reporting Persons, Pre-Funded Warrants. The price per Share and accompanying Common Warrant was $0.8677. The price per Pre-Funded Warrant and accompanying Common Warrant was $0.8676. On June 8, 2026, the Reporting Persons exercised their Common Warrants in exchange for an equal amount of Pre-Funded Warrants.
- [F2]The Pre-Funded Warrants are exercisable at any time after the date of issuance and the Common Warrants were exercisable at any time after the Closing Date, in each case subject to a 9.99% beneficial ownership blocker. The Pre-Funded Warrants will expire once exercised in full. The Common Warrants would have expired on the 30th day after the date on which the data from the single ascending dose and multiple ascending dose portions of the Issuer's Phase 1 clinical trial of SL-325, including receptor occupancy and safety data, and the design of the planned Phase 2 clinical trial(s) have been announced publicly.
- [F3]These securities are held of record by OrbiMed Private Investments IX, LP ("OPI IX"). OrbiMed Capital GP IX LLC ("GP IX") is the general partner of OPI IX. OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the managing member of GP IX. By virtue of such relationships, GP IX and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI XI. OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares held by OPI IX.
- [F4]These securities are held of record by OrbiMed Genesis Master Fund, L.P. ("Genesis Master Fund"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of Genesis Master Fund. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by Genesis Master Fund. OrbiMed Advisors exercises voting and investment power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares held by Genesis Master Fund.
- [F5]This report on Form 4 is jointly filed by OrbiMed Advisors, GP IX, and Genesis GP. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. OrbiMed Advisors has designated a representative, Mona Ashiya ("Ashiya"), a member of OrbiMed Advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons or Ashiya is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.