13D Filings
Wave Life Sciences, Inc.
WVE
Amendment
Ownership

16.80%

Total Shares

34,314,406

Issuer CIK

1631574

Event Date

Aug 6, 2026

Accepted

Aug 11, 2026, 04:39 PM

Reporting Persons (4)
Joint Filing

This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.

NameType% of ClassAggregateSole VotingShared Voting
RA Capital Management, L.P.
Investment Adviser
16.80%34,314,406034,314,406
Peter Kolchinsky
Holding Company
16.80%34,314,406034,314,406
Rajeev Shah
Holding Company
16.80%34,314,406034,314,406
RA Capital Healthcare Fund, L.P.
Partnership
16.70%34,069,161034,069,161
Disclosure Items (5)

Security Title

Common Stock, $0.001 par value per share

Issuer Name

Wave Life Sciences, Inc.

Issuer Address

733 Concord Avenue, Cambridge, MA, 02138

Filing Persons

This Schedule 13D/A is being filed on behalf of RA Capital Management, L.P. ("RA Capital"), Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the "Fund"), who are collectively referred to herein as the "Reporting Persons." The agreement among the Reporting Persons to file this 13D/A jointly in accordance with Rule 13d-1(k) of the Act, is attached hereto as Exhibit 99.1. The Reporting Persons' beneficial ownership of the Issuer's securities consists of (i) 26,975,505 shares of common stock directly held by the Fund; (ii) 7,093,656 shares of common stock issuable upon exercise of pre-funded warrants ("Pre-Funded Warrants") directly held by the Fund, which are immediately exercisable in full as of the date hereof; and (iii) 28,815 shares of common stock and vested options (right to buy) to purchase 216,430 shares of common stock held by Dr. Kolchinsky for the benefit of RA Capital. RA Capital Healthcare Fund GP, LLC is the general partner of the Fund. The general partner of RA Capital is RA Capital Management GP, LLC, of which Dr. Kolchinsky and Mr. Shah are the controlling persons. RA Capital serves as investment adviser for the Fund and may be deemed a beneficial owner, for purposes of Section 13(d) of the Act, of any securities of the Issuer held by the Fund. The Fund has delegated to RA Capital the sole power to vote and the sole power to dispose of all securities held in its portfolio, including the shares of the Issuer's common stock reported herein. Because the Fund has divested itself of voting and investment power over the reported securities it holds and may not revoke that delegation on less than 61 days' notice, the Fund disclaims beneficial ownership of the securities it holds for purposes of Section 13(d) of the Act and therefore disclaims any obligation to report ownership of the reported securities under Section 13(d) of the Act. As managers of RA Capital, Dr. Kolchinsky and Mr. Shah may be deemed beneficial owners, for purposes of Section 13(d) of the Act, of any securities of the Issuer beneficially owned by RA Capital. RA Capital, Dr. Kolchinsky, and Mr. Shah disclaim beneficial ownership of the securities reported in this Schedule 13D/A other than for the purpose of determining their obligations under Section 13(d) of the Act, and the filing of this Schedule 13D/A shall not be deemed an admission that either RA Capital, Dr. Kolchinsky, or Mr. Shah is the beneficial owner of such securities for any other purpose.

Business Address

The address of the principal business office of each of the Reporting Persons is 200 Berkeley Street, 18th Floor, Boston, MA 02116.

Principal Occupation

The Fund is a private investment vehicle. RA Capital provides investment management services to the Fund. The principal occupation of each of Dr. Kolchinsky and Mr. Shah is investment management.

Convictions

During the last five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree of final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Citizenship

See Item 6 of the cover pages.

Item 4 of the Statement is hereby amended and supplemented as follows: On August 7, 2026, as part of the Redomiciliation, Wave-Delaware, became the ultimate parent company of the Wave Life Sciences group of companies. Pursuant to the Scheme of Arrangement, all issued ordinary shares in the capital of Wave Life Sciences Ltd. ("Wave-Singapore") as of immediately prior to the effective time of the Scheme of Arrangement were exchanged on a one-for-one basis for newly issued shares of common stock, par value $0.001 per share, of Wave-Delaware, and Wave-Singapore became a wholly owned subsidiary of Wave-Delaware.

Percentage of Class

Rows 11 and 13 of each Reporting Person's cover page to this 13D/A set forth the aggregate number of shares of common stock and percentages of shares of common stock beneficially owned by such Reporting Person and are incorporated by reference. The percentage set forth in each row 13 is based upon the sum of (i) 197,048,175 shares of common stock outstanding as of July 23, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on July 30, 2026 and (ii) 12,700 shares of common stock issued upon the vesting of restricted stock units held by Dr. Kolchinsky on August 11, 2026, and giving effect to stock options and Pre-Funded Warrants, to the extent exercisable within 60 days hereof, as referenced herein.

Number of Shares

Rows 7 through 10 of each Reporting Person's cover page to this 13D/A set forth the number of shares of common stock as to which such Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition and are incorporated by reference.

Transactions

Except as set forth below, none of the Reporting Persons has effected any transactions with respect to the securities of the Issuer during the past sixty days. Reporting No. Price Per Transaction Person Date Shares Share Vest Stock Option (Right to Buy) RA Capital 08/11/2026 76,200 (1) Vest Restricted Stock Units RA Capital 08/11/2026 12,700 (2) (1) This option represents a right to purchase a total of 76,200 shares of the Issuer's common stock, which vested in full on August 11, 2026. These options have an exercise price of $8.11. (2) The restricted stock units vested in full on August 11, 2026.

Shareholders

No person (other than the Reporting Persons) is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of common stock subject to this 13D/A.

Date of 5% Ownership

Not applicable.

Exhibit 99.1 Joint Filing Agreement

Wave Life Sciences, Inc. — Schedule 13D | 13D Filings