SEC Form 4 · accession 0001193125-26-352692
Septerna, Inc. · SEPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Third Rock Ventures V, L.P.
10% Owner
Third Rock Ventures VI, L.P.
10% Owner
Third Rock Ventures GP V, LP
10% Owner
Third Rock Ventures GP VI, L.P.
10% Owner
TRV GP VI, LLC
10% Owner
TRV GP V, LLC
10% Owner
Period of report
Aug 12, 2026
Accepted (ET)
Aug 14, 2026 · 5:44 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001984086
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Aug 12, 2026 | S | 147,059 | $50.27 | A | 6,068,532 | D | |
| Common StockF4,F3 | Aug 12, 2026 | S | 141 | $51.08 | A | 6,068,391 | D | |
| Common StockF5 | holding | — | — | — | 4,211,659 | I | By Third Rock Ventures VI, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The reported transactions were effected pursuant to a Rule 10b5-1 trading plan dated March 26, 2026, previously adopted by the Reporting Person.
- F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.05 to $50.81, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2).
- F3These shares are directly held by Third Rock Ventures V, L.P. ("TRV V"). The general partner of TRV V is Third Rock Ventures GP V, L.P. ("TRV GP V"). The general partner of TRV GP V is TRV GP V, LLC ("TRV GP V LLC"). Each of TRV GP V and TRV GP V LLC disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares.
- F4The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.00 to $51.10, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (4).
- F5The shares are held directly by Third Rock Ventures VI, L.P. ("TRV VI"). The general partner of TRV VI is Third Rock Ventures GP VI, L.P. ("TRV GP VI"). The general partner of TRV GP VI is TRV GP VI, LLC ("TRV GP VI LLC"). Each of TRV GP VI, and TRV GP VI LLC, disclaims beneficial ownership of these shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that it is the beneficial owner of such shares. Each of Reporting Persons disclaims the existence of a Section 13(d) "group" as between any TRV V related parties and any TRV VI related parties and this report shall not be deemed an admission that any of such parties is or may be part of such a group with any of the other parties.