STOCK TITAN

EcoR1, O. Nodelman disclose 9.1% stake in First Tracks (OTC: TRAXV)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

First Tracks Biotherapeutics ownership disclosure: EcoR1 Capital, LLC and affiliated reporting persons state beneficial ownership of Common Stock following a distribution received April 20, 2026. EcoR1 and Oleg Nodelman each report 3,174,519 shares (9.1% of the class); EcoR1 Capital Fund Qualified, L.P. reports 2,981,908 shares (8.5%). The reporting persons received 7,880,094 shares in the distribution and sold 4,705,575 shares in a private placement on the distribution date. Shares outstanding are listed as 34,892,381 as of April 20, 2026.

Positive

  • None.

Negative

  • None.

Insights

EcoR1 reports sizable passive stake after distribution and partial resale.

EcoR1 and related reporting persons list shared voting and dispositive power over 3,174,519 shares (9.1%) and 2,981,908 shares (8.5%) respectively, based on April 20, 2026 outstanding figures. The filing states these shares arose from a distribution and that an aggregate 4,705,575 were sold in a private placement on the same date.

Cash‑flow treatment for proceeds and any ongoing sale plans are not detailed in the excerpt; subsequent filings would disclose further transfers or plan details.

Filing emphasizes shared control and standard non-control certification.

Each reporting person disclaims acquisition for control purposes and the signatures certify the shares were not acquired to influence control. The filing also identifies EcoR1 as adviser/general partner and Mr. Nodelman as control person of EcoR1, clarifying reporting roles.

Watch for any amendments that would convert this passive position into a Section 13D group or change voting arrangements.

EcoR1 shares beneficially owned 3,174,519 shares reported by EcoR1 and Oleg Nodelman
Qualified Fund shares beneficially owned 2,981,908 shares reported by EcoR1 Capital Fund Qualified, L.P.
Percent of class (EcoR1 / Nodelman) 9.1% based on 34,892,381 shares outstanding as of April 20, 2026
Shares received in distribution 7,880,094 shares received by reporting persons on April 20, 2026
Shares sold in private placement 4,705,575 shares sold by reporting persons on the distribution date
Shares outstanding 34,892,381 shares outstanding as of April 20, 2026
Schedule 13G regulatory
"Identification and classification of members of the group"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
beneficially owned regulatory
"Amount beneficially owned: EcoR1: 3,174,519"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
shared dispositive power regulatory
"Shared Dispositive Power 3,174,519.00"
private placement financial
"the reporting persons sold an aggregate of 4,705,575 of those shares in a private placement"
A private placement is a way for companies to raise money by selling securities directly to a small group of investors instead of through a public offering. This process is often quicker and less regulated, making it similar to offering a special, exclusive investment opportunity to select individuals or institutions. For investors, it can provide access to unique investment options that are not available on public markets.
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337185102

(CUSIP Number)
04/20/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G




Comment for Type of Reporting Person: Percentage calculated based on 34,892,381 shares of Common Stock outstanding as of April 20, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: Percentage calculated based on 34,892,381 shares of Common Stock outstanding as of April 20, 2026.


SCHEDULE 13G




Comment for Type of Reporting Person: Percentage calculated based on 34,892,381 shares of Common Stock outstanding as of April 20, 2026.


SCHEDULE 13G



EcoR1 Capital, LLC
Signature:/s/ Oleg Nodelman
Name/Title:Manager
Date:04/22/2026
Oleg Nodelman
Signature:/s/ Oleg Nodelman
Name/Title:Reporting person
Date:04/22/2026
EcoR1 Capital Fund Qualified, L.P.
Signature:/s/ Oleg Nodelman
Name/Title:Manager of the General Partner, EcoR1 Capital, LLC
Date:04/22/2026
Exhibit Information

EXHIBIT 99 - AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G

FAQ

What stake does EcoR1 hold in First Tracks (TRAXV)?

EcoR1 Capital and Oleg Nodelman report beneficial ownership of 3,174,519 shares, representing 9.1% of First Tracks' common stock based on April 20, 2026 outstanding shares of 34,892,381.

How many shares were received and sold on April 20, 2026?

The reporting persons received an aggregate of 7,880,094 shares in the distribution and sold 4,705,575 shares in a private placement on April 20, 2026, according to the filing's Item 4 disclosure.

Does the filing say EcoR1 intends to change control of TRAXV?

No; the filing includes a certification stating the securities were not acquired to change or influence control and disclaims participation in any transaction having that purpose, per the signed statement in the schedule.

Who has voting or dispositive power over the reported shares?

The filing shows shared voting power and shared dispositive power for EcoR1 and Mr. Nodelman over the reported shares: EcoR1 and Nodelman each report shared power over 3,174,519 shares, Qualified Fund reports shared power over 2,981,908 shares.

What entity relationships are disclosed in the Schedule 13G?

The filing states EcoR1 is the general partner and investment adviser to funds including the Qualified Fund, and that Mr. Nodelman is the control person of EcoR1, explaining why multiple reporting persons are listed jointly.