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$FHTX All transactions

Foghorn Therapeutics Inc.

A

$ Value

Shares

1,117,734

Price

Filed

Jan 15

Insider

Name

Flagship Pioneering, LLC

Title

CIK

0001400240

Roles

Director 10% Owner

Transaction Details

Transaction Date

2026-01-13

Code

A

Table

Derivative

Ownership

Indirect

Equity Swap

No

Shares After

1,117,734

Footnotes

On January 13, 2026, pursuant to a registered direct offering by the Issuer, Flagship Pioneering Fund VII, L.P. ("Flagship Fund VII") acquired warrants to purchase an aggregate of 4,470,936 shares of Common Stock, consisting of (i) Pre-Funded Warrants to purchase 2,235,468 shares of Common Stock, (ii) Series 1 Warrants to purchase 1,117,734 shares of Common Stock and (iii) Series 2 Warrants to purchase 1,117,734 shares of Common Stock (together with the Series 1 Warrants, the "Series Warrants"). The securities were acquired for a purchase price of $6.7099 per Pre-Funded Warrant and accompanying Series Warrants. | Securities held by Flagship Fund VII. Flagship Pioneering Fund VII General Partner LLC ("Flagship Fund VII GP") is the general partner of Flagship Fund VII. Flagship Pioneering, LLC (f/k/a Flagship Pioneering, Inc., "Flagship Pioneering") is the manager of Flagship Fund VII GP. Noubar B. Afeyan, Ph.D. is the ultimate control person of Flagship Pioneering. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any. | The Series Warrants are exercisable at an initial price of $13.42 per Series 1 Warrant and $20.13 per Series 2 Warrant. Subject to certain exclusions, if prior to June 30, 2027, the Company issues capital stock or securities convertible into or exercisable for capital stock in one or more related transactions primarily for capital raising at a weighted-average common stock equivalent price (the "Weighted-Average Price") below $13.42 per share, the exercise price of a Series Warrant shall reset upon exercise to the midpoint between the initial price and the lowest such Weighted-Average Price, but not below $6.71 per share. The exercise price may be adjusted only once pursuant to this mechanism.

Filing Info

Accession No.

0001193125-26-014218

Form Type

4

Issuer CIK

0001822462

Flagship Pioneering, LLC's History

Date Ticker Type Value
2026-01-13 FHTX A $15.0M
2026-01-13 FHTX A
2026-01-13 FHTX A

Other Insiders at FHTX (90d)

Insider Bought Sold Last
Maynard Ryan D
Chief Financial Officer
2026-02-23
Cardama Alfonso Quintas
Chief Medical Officer
2026-01-30
GOTTSCHALK ADRIAN
Chief Executive Officer
2026-04-10
Bellon Steven F.
Chief Scientific Officer
2026-01-30
LaCascia Michael
Chief Legal Officer
2026-01-30
Costa Carlos
Chief People Officer
2026-01-30
Rivkin Anna
Chief Business Officer
2026-01-30