Bain Capital Life Sciences Fund III, L.P. 4
4 · Heartflow, Inc. · Filed Feb 6, 2026
Research Summary
AI-generated summary of this filing
HeartFlow (HTFL) 10% Owner Sells 2,000,000 Shares
What Happened
Bain Capital Life Sciences Investors, LLC (reported as a 10% owner) sold 2,000,000 shares of HeartFlow, Inc. (HTFL) on February 4, 2026. The shares were disposed at $28.05 each, generating gross proceeds of $56,100,000. The Form 4 was filed on February 6, 2026. This was a sale (not a purchase), which is often routine for institutional holders and does not by itself indicate management sentiment.
Key Details
- Transaction date: 2026-02-04; Filing date: 2026-02-06 (Form 4 filed within the standard 2‑business‑day window).
- Price and quantity: 2,000,000 shares sold @ $28.05 = $56,100,000.
- Transaction type: Sale (listed as open-market or private sale on the filing).
- Shares owned after transaction: Not specified in the excerpt provided.
- Footnotes:
- F1 — Securities are held directly by BCLS Fund III Investments, LP.
- F2 — BCLSI is the manager of entities (BCLS Fund III GP, BCLS Fund III, BCLS Fund III Investments GP) that may be deemed to share voting/dispositive power; those entities disclaim beneficial ownership except to the extent of pecuniary interest.
- No indication this was a 10b5-1 plan trade, tax withholding, exercise, or gift in the provided data.
Context
This filing reflects institutional selling by a large investor structure rather than insider/management trading. Sales by funds or 10% owners are common as part of portfolio management and do not necessarily signal company-specific news. Retail investors often view purchases by insiders as more informative than routine institutional disposals.
Insider Transaction Report
- Sale
Common Stock
[F1][F2]2026-02-04$28.05/sh−2,000,000$56,100,000→ 10,448,158 total(indirect: See footnotes)
Footnotes (2)
- [F1]Represents securities held directly by BCLS Fund III Investments, LP ("BCLS Fund III Investments").
- [F2]Bain Capital Life Sciences Investors, LLC ("BCLSI") is the manager of Bain Capital Life Sciences III General Partner, LLC ("BCLS Fund III GP"), which is the general partner of Bain Capital Life Sciences Fund III, L.P. ("BCLS Fund III"), which is the managing member of BCLS Fund III Investments GP, LLC ("BCLS Fund III Investments GP"), which is the general partner of BCLS Fund III Investments. As a result, each of BCLSI, BCLS Fund III GP, BCLS Fund III and BCLS Fund III Investments GP may be deemed to share voting and dispositive power with respect to the securities held by BCLS Fund III Investments. BCLSI, BCLS Fund III GP, BCLS Fund III and BCLS Fund III Investments GP each disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.