BVF's passive 13G filing confirms a large, stable position with no activist intent. The fully blocked warrants suggest the fund is capped at current ownership levels unless it seeks to exceed 9.99% per entity. Monitor for any future conversion to 13D or changes in warrant blocker status, which would signal a shift in strategy.
Price Chart
Executive Summary
Biotechnology Value Fund L.P. (BVF) and affiliated entities filed an amended Schedule 13G on October 5, 2026, reporting aggregate beneficial ownership of 8,507,000 shares of Foghorn Therapeutics Inc., representing 14.3% of outstanding shares. The filing also discloses pre-funded warrants exercisable for 5,937,278 shares and Series Warrants for 1,862,891 shares each, all subject to 9.99% blockers. This is a passive stake amendment with no change in investment intent, indicating continued significant exposure by a dedicated healthcare fund.
Key Financial Metrics
Key Facts
- BVF and affiliates collectively own 8,507,000 shares (14.3% of outstanding) as of October 1, 2026.
- Biotechnology Value Fund L.P. directly owns 4,494,462 shares (7.6%); Biotechnology Value Fund II LP owns 3,232,448 shares (5.4%); Trading Fund OS owns 619,258 shares (1.0%).
- Pre-funded warrants for 5,937,278 shares at $0.0001 exercise price are held but fully blocked by a 9.99% beneficial ownership blocker.
- Series 1 Warrants for 1,862,891 shares at $13.42 expiring June 30, 2027, and Series 2 Warrants for 1,862,891 shares at $20.13 expiring December 31, 2030, are also fully blocked.
- Filing is passive (Rule 13d-1(c)) with certification that securities were not acquired to change or influence control.
- Shares outstanding used for percentage calculation: 59,385,315 as of July 31, 2026 per issuer's 10-Q.
Financial Impact
14.3% aggregate stake valued at approximately $X million based on current market price (not provided in filing). Warrants represent additional potential dilution of up to 9,663,060 shares if blockers are ever removed.
Risk Factors
- Warrant overhang: up to 9.66 million additional shares could be issued if blockers are removed, diluting existing shareholders.
- Passive filing status means BVF is not currently seeking board representation or strategic changes, but a large concentrated holder could still influence management informally.
Investment Themes
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC 13G/A Filing (Primary) | 0000921895-26-002729 |
| Document: 0000921895-26-002729-index.html | 0000921895-26-002729 |
| Document: 0000921895-26-002729.txt | 0000921895-26-002729 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 5, 2026 21d ago | 3 | $1.97 $1.85 | ▼ −6.09% | ▼ −5.95% | $2.04 (+3.30%) |
Oct 5, 2026 21d ago | SC 13G/A | $1.97 $1.85 | ▼ −6.09% | ▼ −5.95% | $2.04 (+3.30%) |
Oct 1, 2026 26d ago | 8-K | $2.92 $1.99 | ▲ +31.85% | ▲ +33.15% | $2.04 (+30.31%) |
Aug 6, 2026 11w ago | 8-K | $5.57 $6.49 | ▲ +16.52% | ▲ +15.30% | $2.04 (−63.46%) |
May 7, 2026 24w ago | 8-K | $4.20 $4.17 | ▼ −0.71% | ▼ −2.22% | $2.04 (−51.55%) |
Apr 21, 2026 26w ago | Press Release | $5.39 $4.90 | ▼ −9.09% | ▼ −9.15% | $2.04 (−62.24%) |
Apr 21, 2026 26w ago | 8-K | $5.39 $4.90 | ▼ −9.09% | ▼ −9.15% | $2.04 (−62.24%) |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Create a free account Live analysis, Telegram alerts, watchlists and the MCP server for subscribers