SCHEDULE: RA Capital Reports Diluted Stake in Wave Life Sciences
Amendment to Beneficial Ownership Report
RA Capital Management, L.P. and its affiliates filed an amendment to their Schedule 13D, reporting a dilution of their beneficial ownership in Wave Life Sciences Ltd. to 14.6%.
Summary
- RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (collectively, "Reporting Persons") filed Amendment No. 7 to their Schedule 13D.
- The amendment reports a dilution of the Reporting Persons' beneficial ownership in Wave Life Sciences Ltd.'s common stock.
- The dilution is not a result of any acquisition or disposition of securities by the Reporting Persons.
- As of November 13, 2025, the Reporting Persons beneficially own an aggregate of 25,453,010 ordinary shares.
- This aggregate ownership represents 14.6% of Wave Life Sciences Ltd.'s outstanding ordinary shares.
- The percentage is based on 167,181,784 ordinary shares outstanding as of November 7, 2025, as reported in the Issuer's Form 10-Q filed on November 10, 2025.
- The beneficial ownership includes 18,203,009 ordinary shares directly held by RA Capital Healthcare Fund, L.P., 7,093,656 ordinary shares issuable upon exercise of pre-funded warrants, and 16,115 ordinary shares plus 140,230 vested share options held by Dr. Kolchinsky.
Sentiment
Score: 5
Explanation: The filing is a routine regulatory update reporting a dilution in percentage ownership for the reporting entity, which is a neutral event for the company itself, though a slight reduction in relative influence for the investor. The small open market purchase indicates continued interest.
Positives
- The Reporting Persons made a small open market purchase of 1,000 shares on November 13, 2025, at an average price of $6.6875, indicating continued investment interest despite the overall dilution.
Negatives
- The Reporting Persons' percentage of beneficial ownership in Wave Life Sciences Ltd. has been diluted to 14.6%.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders of Wave Life Sciences Ltd. will see a slight reduction in the percentage ownership of a major institutional investor, RA Capital Management, L.P., due to dilution.
Key Dates
| Date | Description |
|---|---|
| 2015-11-27 | Original Schedule 13D filing date |
| 2017-11-15 | Amendment to Schedule 13D |
| 2019-01-28 | Amendment to Schedule 13D |
| 2021-08-18 | Amendment to Schedule 13D |
| 2021-11-12 | Amendment to Schedule 13D |
| 2022-06-21 | Amendment to Schedule 13D |
| 2024-10-01 | Amendment to Schedule 13D |
| 2025-11-07 | Date as of which 167,181,784 ordinary shares were outstanding for Wave Life Sciences Ltd. |
| 2025-11-10 | Date Wave Life Sciences Ltd. filed its Quarterly Report on Form 10-Q with the SEC. |
| 2025-11-11 | Date of event requiring the filing of this Schedule 13D/A. |
| 2025-11-13 | Date of open market purchase by RA Capital Healthcare Fund, L.P. of 1,000 shares. |
| 2025-11-13 | Date of filing of this Amendment No. 7 to Schedule 13D. |
Keywords
WAVE LIFE SCIENCES LTD., RA Capital Management, Schedule 13D, Beneficial Ownership, Dilution, Biotechnology, Healthcare Investment, Institutional Investor
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