VOR BIOPHARMA INC.
3.50%
4,422,863
1817229
929033108
Jul 7, 2025
Jul 9, 2025, 05:00 PM
Reporting Persons (6)
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 |
|---|---|---|---|---|---|
| Andrew J. Schwab | Individual | 3.50% | 4,422,863 | 0 | 4,422,863 |
| Kush Parmar | Individual | 3.50% | 4,422,863 | 0 | 4,422,863 |
| 5AM Ventures VI, L.P. | Partnership | 2.60% | 3,194,645 | 0 | 3,194,645 |
| 5AM Partners VI, LLC | Other | 2.60% | 3,194,645 | 0 | 3,194,645 |
| 5AM Opportunities I, L.P. | Partnership | 1.00% | 1,228,218 | 0 | 1,228,218 |
| 5AM Opportunities I (GP), LLC | Other | 1.00% | 1,228,218 | 0 | 1,228,218 |
Disclosure Items (3)
Common Stock, par value $0.0001 per share
VOR BIOPHARMA INC.
100 CAMBRIDGEPARK DRIVE, CAMBRIDGE, MA, 02140
Rows 11 and 13 of each Reporting Person's cover page to this Schedule 13D/A set forth the aggregate number of shares of common stock and percentages of the 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 124,959,520 shares of common stock outstanding as of May 8, 2025 as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 14, 2025. The Reporting Persons' beneficial ownership of the Issuer's common stock consists of (i) 3,194,645 shares of common stock directly held by 5AM VI and (ii) 1,228,218 shares of common stock directly held by 5AM Opportunities. 5AM Partners VI is the sole general partner of 5AM VI and shares voting and dispositive power over the securities held by 5AM Partners VI. 5AM Opportunities GP is the sole general partner of 5AM Opportunities and shares voting and dispositive power over the securities held by 5AM Opportunities. Schwab and Dr. Parmar are the managing members of each of 5AM Partners VI and 5AM Opportunities GP and share voting and dispositive power over the securities held by each of 5AM VI and 5AM Opportunities.
Rows 7 through 10 of each Reporting Person's cover page to this Schedule 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.
On July 8, 2025, 5AM VI sold an aggregate of 1,400,444 shares in open market transactions at prices ranging from $2.40 to $3.00 (weighted average sales price of $2.4568 per share). On July 8, 2025, 5AM Opportunities sold an aggregate of 538,416 shares in open market transactions at prices ranging from $2.40 to $3.00 (weighted average sales price of $2.4568 per share). Except as set forth above, none of the Reporting Persons has effected any transactions with respect to the securities of the Issuer during the past sixty days.
No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the securities beneficially owned by any of the Reporting Persons.
The Reporting Persons ceased to be the beneficial owners of more than five percent of the common stock on July 8, 2025.
Exhibit 99.1 Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (incorporated by reference to the Original Schedule 13D, filed on February 19, 2021).