Sofinnova Venture Partners XI converts preferred into 2.7M Seaport Therapeutics (SPTX) shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Seaport Therapeutics, Inc. reported that investment fund Sofinnova Venture Partners XI, L.P. converted its preferred stock into common shares in connection with the closing of the company’s initial public offering. The transactions are attributed to Sofinnova, not directly to director James Healy, who is a managing member of the fund’s general partner and disclaims beneficial ownership except for any pecuniary interest.
Sofinnova converted 2,526,315 shares of Series B Preferred Stock into 804,379 shares of common stock and 6,052,631 shares of Series A-2 Preferred Stock into 1,927,159 shares of common stock, based on a one-for-3.1407 conversion ratio. Following these conversions, Sofinnova directly holds 2,731,538 common shares of Seaport Therapeutics.
Positive
- None.
Negative
- None.
Insider Trade Summary
8,578,946 shares exercised/converted
Mixed
4 txns
Insider
HEALY JAMES
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series A-2 Preferred Stock | 6,052,631 | $0.00 | -- |
| Conversion | Series B Preferred Stock | 2,526,315 | $0.00 | -- |
| Conversion | Common Stock | 1,927,159 | $0.00 | -- |
| Conversion | Common Stock | 804,379 | $0.00 | -- |
Holdings After Transaction:
Series A-2 Preferred Stock — 0 shares (Indirect, By Sofinnova Venture Partners XI, L.P.);
Series B Preferred Stock — 0 shares (Indirect, By Sofinnova Venture Partners XI, L.P.);
Common Stock — 1,927,159 shares (Indirect, By Sofinnova Venture Partners XI, L.P.)
Footnotes (1)
- Each share of Series A-2 and Series B Preferred Stock (collectively, the "Preferred Stock") was convertible into Common Stock of the Issuer on a one-for-3.1407 basis at the option of the holder, and automatically converted upon the closing of the Issuer's initial public offering without payment of further consideration. The Preferred Stock had no expiration date. These shares are directly held by Sofinnova Venture Partners XI, L.P. ("SVP XI"). Sofinnova Management XI, L.P. ("SM XI LP") is the general partner of SVP XI, and Sofinnova Management XI, L.L.C. ("SM XI") is the general partner of SM XI LP. The Reporting Person is a managing member of SM XI and may be deemed to share voting and investment discretion with respect to securities directly held by SVP XI. The Reporting Person disclaims beneficial ownership of the securities directly held by SVP XI. This report shall not be construed as an admission that he is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, except to the extent of his pecuniary interest therein, if any.
Key Figures
Series B Preferred converted: 2,526,315 shares
Series A-2 Preferred converted: 6,052,631 shares
Common from Series B: 804,379 shares
+3 more
6 metrics
Series B Preferred converted
2,526,315 shares
Converted into 804,379 common shares on May 4, 2026
Series A-2 Preferred converted
6,052,631 shares
Converted into 1,927,159 common shares on May 4, 2026
Common from Series B
804,379 shares
Common stock received by Sofinnova from Series B conversion
Common from Series A-2
1,927,159 shares
Common stock received by Sofinnova from Series A-2 conversion
Common shares held after
2,731,538 shares
Sofinnova common stock position following conversions
Conversion ratio
1 share per 3.1407 preferred
Series A-2 and Series B Preferred into common stock
Key Terms
Series A-2 Preferred Stock, Series B Preferred Stock, conversion of derivative security, initial public offering, +1 more
5 terms
Series A-2 Preferred Stock financial
"Each share of Series A-2 and Series B Preferred Stock was convertible into Common Stock"
Series A-2 preferred stock is a specific class of shares created during a funding round that gives its holders stronger financial protections and priority over common shareholders, such as getting paid first if the company is sold or winding down. Investors care because these shares behave like a hybrid between a loan and regular stock: they often offer fixed payouts or conversion rights and a better claim on assets, making them lower risk and shaping potential returns.
Series B Preferred Stock financial
"Each share of Series A-2 and Series B Preferred Stock was convertible into Common Stock"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
conversion of derivative security financial
"transaction code "C" is described as Conversion of derivative security"
initial public offering financial
"automatically converted upon the closing of the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
pecuniary interest financial
"except to the extent of his pecuniary interest therein, if any"
FAQ
What did the Seaport Therapeutics (SPTX) Form 4 filed for James Healy report?
The Form 4 reports that Sofinnova Venture Partners XI, L.P. converted its preferred stock into Seaport Therapeutics common shares upon the company’s IPO closing. These are derivative conversions, not open-market stock purchases or sales by James Healy personally.
Which securities were converted into Seaport Therapeutics (SPTX) common stock?
The filing shows conversions of Series B Preferred Stock and Series A-2 Preferred Stock into common stock. Each share of these preferred series converted into common stock on a one-for-3.1407 basis upon the closing of Seaport Therapeutics’ initial public offering.
Are the Seaport Therapeutics (SPTX) Form 4 transactions open-market buys or sells?
No, the transactions are coded “C” for conversion of derivative securities. They reflect automatic or optional conversions of preferred stock into common stock at IPO closing, rather than discretionary open-market purchases or sales of Seaport Therapeutics common shares.
What was the conversion ratio for Seaport Therapeutics (SPTX) preferred stock into common stock?
Each share of Series A-2 and Series B Preferred Stock converted into Seaport Therapeutics common stock on a one-for-3.1407 basis. The preferred shares automatically converted upon the closing of the company’s initial public offering without any additional consideration.