Larimar Therapeutics, Inc.
35.81%
30,667,474
1374690
517125100
Jul 30, 2025
Jul 31, 2025, 06:26 PM
Reporting Persons (10)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Deerfield Management Company, L.P. | Partnership | 35.81% | 30,667,474 | 0 | 30,667,474 |
| James E. Flynn | Individual | 35.81% | 30,667,474 | 0 | 30,667,474 |
| Deerfield Mgmt III, L.P. | Partnership | 11.14% | 9,538,918 | 0 | 9,538,918 |
| Deerfield Private Design Fund III, L.P. | Partnership | 11.14% | 9,538,918 | 0 | 9,538,918 |
| Deerfield Private Design Fund IV, L.P. | Partnership | 11.14% | 9,538,945 | 0 | 9,538,945 |
| Deerfield Mgmt IV, L.P. | Partnership | 11.14% | 9,538,945 | 0 | 9,538,945 |
| Deerfield Healthcare Innovations Fund, L.P. | Partnership | 8.55% | 7,321,129 | 0 | 7,321,129 |
| Deerfield Mgmt HIF, L.P. | Partnership | 8.55% | 7,321,129 | 0 | 7,321,129 |
| Deerfield Mgmt, L.P. | Partnership | 4.91% | 4,207,982 | 0 | 4,207,982 |
| Deerfield Partners, L.P. | Partnership | 4.91% | 4,207,982 | 0 | 4,207,982 |
Disclosure Items (6)
Common Stock, par value $0.0001 per share
Larimar Therapeutics, Inc.
THREE BALA PLAZA EAST, BALA CYNWYD, PA, 19004
Flynn is the sole manager of the general partner of each of Deerfield Mgmt III, Deerfield Mgmt IV, Deerfield Mgmt HIF, Deerfield Mgmt and Deerfield Management Company. Deerfield Mgmt III is the general partner of Deerfield Private Design Fund III. Deerfield Mgmt IV is the general partner of Deerfield Private Design Fund IV. Deerfield Mgmt HIF is the general partner of Deerfield Healthcare Innovations Fund. Deerfield Mgmt is the general partner of Deerfield Partners. Deerfield Management Company is the investment manager of each Fund. Each Fund purchases, holds and sells securities and other investment products. Schedule A hereto sets forth information regarding persons referred in Instruction C to Schedule 13D.
Item 3 of the Schedule 13D is hereby amended by adding the following: On July 31, 2025, Deerfield Private Design Fund III, Deerfield Private Design Fund IV and Healthcare Innovations Fund purchased 3,387,529, 3,387,539 and 2,599,932 shares of Common Stock (collectively, the "July 2025 Shares"), respectively, at a price of $3.20 per share, or aggregate purchase prices of $10,840,092.80, $10,840,124.80 and $8,319,782.40, respectively. Each Fund utilized available cash assets to acquire the July 2025 Shares.
(1) Deerfield Private Design Fund III Number of shares: 9,538,918 Percentage of shares: 11.14%* (2) Deerfield Healthcare Innovations Fund Number of shares: 7,321,129 Percentage of shares: 8.55%* (3) Deerfield Private Design Fund IV Number of shares: 9,538,945 Percentage of shares: 11.14%* (4) Deerfield Partners Number of shares: 4,207,982 Percentage of shares: 4.91%* (5) Deerfield Mgmt III Number of shares: 9,538,918 (comprised of shares held by Deerfield Private Design Fund III) Percentage of shares: 11.14%* (6) Deerfield Mgmt HIF Number of shares: 7,321,129 (comprised of shares held by Deerfield Healthcare Innovations Fund) Percentage of shares: 8.55%* (7) Deerfield Mgmt IV Number of shares: 9,538,945 (comprised of shares held by Deerfield Private Design Fund) Percentage of shares: 11.14%* (8) Deerfield Mgmt Number of shares: 4,207,982 (comprised of shares held by Deerfield Partners) Percentage of shares: 4.91%* (9) Deerfield Management Number of shares: 30,667,474 (comprised of shares held by Deerfield Private Design Fund III, Deerfield Private Design Fund IV, Deerfield Healthcare Innovations Fund, Deerfield Partners and shares underlying options held by Jonathan Leff at the direction and for the benefit of Deerfield Management) Percentage of shares: 35.81%* (10) James E. Flynn Number of shares: 30,667,474 (comprised of shares held by Deerfield Private Design Fund III, Deerfield Private Design Fund IV, Deerfield Healthcare Innovations Fund, Deerfield Partners and shares underlying options held by Jonathan Leff at the direction and for the benefit of Deerfield Management) Percentage of shares: 35.81%* * Throughout this report, the percentage of outstanding Common Stock beneficially owned by the Reporting Persons reflects 85,590,392 shares of Common Stock outstanding, including shares issued in the July 2025 Offering, based on information set forth in the Prospectus Supplement, dated as of July 31, 2025, filed by the Company with the Securities and Exchange Commission on July 31, 2025.
(1) Deerfield Private Design Fund III Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 9,538,918 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 9,538,918 (2) Deerfield Healthcare Innovations Fund Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 7,321,129 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 7,321,129 (3) Deerfield Private Design Fund IV Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 9,538,945 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 9,538,945 (4) Deerfield Partners Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 4,207,982 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 4,207,982 (5) Deerfield Mgmt III Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 9,538,918 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 9,538,918 (6) Deerfield Mgmt HIF Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 7,321,129 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 7,321,129 (7) Deerfield Mgmt IV Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 9,538,945 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 9,538,945 (8) Deerfield Mgmt Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 4,207,982 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 4,207,982 (9) Deerfield Management Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 30,667,474 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 30,667,474 (10) James E. Flynn Sole power to vote or direct the vote: 0 Shared power to vote or direct the vote: 30,667,474 Sole power to dispose or to direct the disposition: 0 Shared power to dispose or direct the disposition: 30,667,474 James E. Flynn is the sole manager of the general partner of each of Deerfield Mgmt III, Deerfield Mgmt IV, Deerfield Mgmt HIF, Deerfield Mgmt, and Deerfield Management. Deerfield Mgmt III is the general partner of Deerfield Private Design Fund III. Deerfield Mgmt HIF is the general partner of Deerfield Healthcare Innovations Fund. Deerfield Mgmt IV is the general partner of Deerfield Private Design Fund IV. Deerfield Mgmt is the general partner of Deerfield Partners. Deerfield Management is the investment manager of each of Deerfield Private Design Fund III, Deerfield Healthcare Innovations Fund, Deerfield Private Design Fund IV and Deerfield Partners.
Except as set forth in Item 3 of this Schedule 13D, no Reporting Person has effected any transactions in the Common Stock during the past 60 days.
99.1 Schedule A - Information Regarding Persons Referred to in Instruction C to Schedule 13D