Bain Capital Life Sciences Fund III, L.P. 4

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.