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Foghorn Therapeutics Inc. SEC Filings

FHTX NASDAQ

Foghorn Therapeutics Inc. filings document a clinical-stage biotechnology issuer with common stock listed on the Nasdaq Global Market under FHTX. The company’s current-event filings cover financial results, Regulation FD investor presentations, oncology pipeline disclosures for FHD-909 and selective CBP, EP300 and ARID1B degrader programs, and collaboration-related revenue.

Proxy and 8-K filings also address annual-meeting voting matters, board and executive governance, officer appointments, compensatory arrangements, material agreements, capital-structure disclosures and security-registration details tied to the company’s common stock and financing activity.

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Foghorn Therapeutics Inc. Schedule 13G/A shows a group of Biotechnology Value Fund entities and Mark N. Lampert reporting shared beneficial ownership totals. As of the close of business on March 31, 2026, the Reporting Persons and a Partners managed account hold 3,164,410 shares through BVF, 2,218,382 shares through BVF2, and related aggregate positions that may be attributed across affiliated entities.

The filing also discloses 6,050,782 Pre-Funded Warrants exercisable for common stock (exercise price $0.0001), with a Pre-Funded Warrants Blocker limiting exercise to 24,613 shares. The Reporting Persons report aggregate Series 1 and Series 2 Warrants exercisable for 1,862,891 shares each, with exercise blocked by a Series Warrants Blocker. Percentages are calculated using 58,700,246 Shares outstanding as of February 27, 2026.

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Foghorn Therapeutics reports amended Schedule 13G ownership disclosures showing 5,139,523 shares held by Deerfield-related reporting persons, representing 8.64% of common stock. The reported position comprises 4,394,367 issued shares and 745,156 shares issuable upon exercise of warrants.

The filing states the warrants contain an Ownership Cap that prevents exercise that would cause aggregate beneficial ownership to exceed 9.99%, and the reporting persons disclaim beneficial ownership to the extent the cap would be exceeded. Joint filing exhibits and a power of attorney are attached.

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Foghorn Therapeutics reported a first-quarter 2026 net loss of $19.9 million, similar to the prior-year loss of $18.8 million, as it continues investing in its chromatin-targeting oncology pipeline.

Collaboration revenue from its Lilly partnership was $3.3 million, down from $6.0 million, while research and development spending decreased to $18.3 million and general and administrative costs fell to $6.6 million. Cash, cash equivalents and marketable securities totaled $183.6 million as of March 31, 2026, helped by a $50.0 million January 2026 direct equity and warrant financing. Management believes current liquidity will fund operations for at least 12 months, supported by $245.9 million of deferred revenue tied to the Lilly collaboration.

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Foghorn Therapeutics reported first quarter 2026 results alongside a broad pipeline update in oncology. Collaboration revenue was $3.3 million for the three months ended March 31, 2026, while research and development expenses were $18.3 million and general and administrative expenses were $6.6 million.

The company recorded a net loss of $19.9 million for the quarter, or $0.29 per share, compared with a net loss of $18.8 million a year earlier. As of March 31, 2026, Foghorn held $183.6 million in cash, cash equivalents and marketable securities, which it expects will fund operations into the first half of 2028.

Operationally, Foghorn highlighted progress for its lead SMARCA2 inhibitor FHD-909, now in an ongoing Phase 1 trial in SMARCA4-mutant cancers under its collaboration with Lilly, and presented preclinical data showing promising combination effects with anti-PD-1 therapy and KRAS inhibitors. The company also advanced selective degrader programs targeting CBP, EP300 and ARID1B toward IND-enabling studies and in vivo proof of concept, underscoring a diversified pipeline in difficult-to-treat cancers.

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FMR LLC filed an amendment to Schedule 13G/A reporting beneficial ownership of 6,792,356 shares of common stock of FOGHORN THERAPEUTICS INC. The filing shows this equals 11.6% of the class and identifies the CUSIP 344174107. The cover indicates the reporting period 03/31/2026. The filing states certain voting and dispositive powers held by FMR LLC and by Abigail P. Johnson as reported, and references an attached 13d-1(k)(1) agreement in Exhibit 99.

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Filing
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Foghorn Therapeutics is holding a virtual-only 2026 annual stockholder meeting on June 24, 2026, with April 27, 2026 as the record date and 58,713,922 common shares entitled to vote. Stockholders will vote on electing three Class III directors, ratifying Deloitte & Touche LLP as auditor, an advisory say-on-pay, and say-on-frequency (the Board recommends one year).

The proxy details a classified three-class Board, committee composition, director independence, and an updated non-employee director compensation policy with higher cash retainers and larger option grants. It reports significant holders, including Flagship Pioneering funds at 27.14% and Biotechnology Value Fund affiliates at 10.33%, and shows all directors and officers collectively owning 9.02% as of April 20, 2026.

Named executive officer pay is outlined: in 2025 CEO Adrian Gottschalk received $2.36 million in total compensation, including $638,000 salary, $385,990 bonus and $1.33 million in option awards, with similar stock-based packages for the Chief Scientific and Chief Medical Officers. The filing explains severance and change-in-control protections, a Dodd-Frank-compliant clawback policy, and an insider trading policy.

The proxy includes “pay versus performance” disclosure showing net losses of $74.3 million in 2025 and $86.6 million in 2024 and total shareholder return values of 83.72 and 73.18, respectively, on a hypothetical $100 investment. Deloitte’s audit fees totaled $877,827 in 2025. Related-party sections describe a consulting agreement with founder Cigall Kadoch, Ph.D., a collaboration and equity position with Eli Lilly, and a January 2026 $50 million equity financing with major existing investors.

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Foghorn Therapeutics Inc. filed an 8-K describing new preclinical data and an updated investor presentation focused on its chromatin biology pipeline. The company highlighted FHD-909, a selective SMARCA2 inhibitor partnered with Lilly, which in mouse models produced complete and durable tumor regression and apparent anti-tumor immune memory when combined with an anti-PD-1 antibody.

Foghorn also reported strong preclinical activity for its selective CBP degrader FHT-171 in heavily pretreated ER+ breast cancer models, and selective EP300 degraders that outperformed dual CBP/EP300 inhibitor inobrodib in multiple myeloma models while sparing platelets. Cereblon-based selective ARID1B degraders showed robust target degradation and transcriptional effects in ARID1A‑mutant cancer settings. The company notes a major collaboration with Lilly and states it had $158.9 million in cash and equivalents as of December 31, 2025, plus $50 million of gross proceeds from a January 2026 financing, supporting a cash runway into the first half of 2028.

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Foghorn Therapeutics Inc. Chief Executive Officer Adrian Gottschalk reported a series of bona fide gifts of Common Stock between family estate-planning vehicles. On April 9 and 10, 2026, four indirect transactions moved a total of 213,410 shares among grantor retained annuity trusts and his Living Trust at a stated price of $0.00 per share.

The 2023 Grantor Retained Annuity Trust distributed 47,497 shares to the Adrian H. Gottschalk Living Trust, leaving the 2023 GRAT with 0 shares and the Living Trust with 211,704 shares indirectly held. Separately, the 2025 Grantor Retained Annuity Trust distributed 59,208 shares to the Living Trust, after which the 2025 GRAT held 240,792 shares and the Living Trust held 270,912 shares, all reported as indirect ownership. These movements are characterized as gift transfers rather than open-market trades.

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Foghorn Therapeutics is a clinical-stage biotechnology company developing precision medicines that correct abnormal gene expression by targeting the chromatin regulatory system, which is implicated in roughly half of all cancers. Its proprietary Gene Traffic Control® platform combines genomics, epigenomics, AI tools and protein degradation technologies to identify genetically driven dependencies and drug them selectively.

The lead program, FHD-909, is a first-in-class oral SMARCA2-selective inhibitor being developed with Eli Lilly for SMARCA4-mutated cancers, particularly non-small cell lung cancer, with a Phase 1 trial underway after first dosing in October 2024. Foghorn and Lilly are also advancing a SMARCA2 degrader and additional oncology discovery programs.

The pipeline includes selective degraders of CBP, EP300 and ARID1B aimed at tumor types where paralog mutations create synthetic lethal vulnerabilities across solid tumors and hematologic cancers. Management believes the current portfolio could benefit more than 500,000 cancer patients and supports the potential to file four INDs over the next two years. As of December 31, 2025, the company had 106 employees and remains pre-commercial with no approved products, highlighting typical biotechnology risks such as ongoing losses, funding needs, clinical uncertainty and strong competition.

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FAQ

How many Foghorn Therapeutics (FHTX) SEC filings are available on StockTitan?

StockTitan tracks 34 SEC filings for Foghorn Therapeutics (FHTX), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Foghorn Therapeutics (FHTX)?

The most recent SEC filing for Foghorn Therapeutics (FHTX) was filed on May 15, 2026.