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    Amendment: SEC Form SC 13G/A filed by Dyne Therapeutics Inc.

    11/14/24 7:00:28 AM ET
    $DYN
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $DYN alert in real time by email
    SC 13G/A 1 d912866dsc13ga.htm SC 13G/A SC 13G/A

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    SCHEDULE 13G

    Under the Securities Exchange Act of 1934

    (Amendment No. 1)*

     

     

    Dyne Therapeutics, Inc.

    (Name of Issuer)

    Common Stock, par value $0.0001

    (Title of Class of Securities)

    26818M108

    (CUSIP Number)

    SEPTEMBER 30, 2024

    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    ☐

    Rule 13d-1(b)

     

    ☐

    Rule 13d-1(c)

     

    ☒

    Rule 13d-1(d)

     

    *

    The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

    The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     


    CUSIP No. 76029N106    13G    Page 2 of 9 Pages

     

     1.   

     NAMES OF REPORTING PERSONS

     I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

     

     ForDyne B.V.

     2.  

     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     (a) ☐  (b) ☒

     

     3.  

     SEC USE ONLY

     

     4.  

     CITIZENSHIP OR PLACE OF ORGANIZATION

     

     The Netherlands

    NUMBER OF

    SHARES BENEFICIALLY 

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

       5.   

     SOLE VOTING POWER

     

     0

       6.  

     SHARED VOTING POWER

     

     5,795,364

       7.  

     SOLE DISPOSITIVE POWER

     0

     

       8.  

     SHARED DISPOSITIVE POWER

     

     5,795,364

     9.   

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

     5,795,364

    10.  

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

     

     ☐

    11.  

     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

     5.8% (1)

    12.  

     TYPE OF REPORTING PERSON

     

     OO

     

    1

    This percentage is calculated based upon 100,400,798 outstanding shares of Common Stock of the Issuer, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 12, 2024.


    CUSIP No. 76029N106    13G    Page 3 of 9 Pages

     

     1.   

     NAMES OF REPORTING PERSONS

     I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

     

     Forbion Capital Fund IV Coöperatief U.A.

     2.  

     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     (a) ☐  (b) ☒

     

     3.  

     SEC USE ONLY

     

     4.  

     CITIZENSHIP OR PLACE OF ORGANIZATION

     

     The Netherlands

    NUMBER OF

    SHARES BENEFICIALLY 

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

       5.   

     SOLE VOTING POWER

     

     0

       6.  

     SHARED VOTING POWER

     

     4,525,498

       7.  

     SOLE DISPOSITIVE POWER

     0

     

       8.  

     SHARED DISPOSITIVE POWER

     

     4,525,498

     9.   

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

     4,525,498

    10.  

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

     

     ☐

    11.  

     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

     4.7% (2)

    12.  

     TYPE OF REPORTING PERSON

     

     OO

     

    2

    This percentage is calculated based upon 100,400,798 outstanding shares of Common Stock of the Issuer, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 12, 2024.


    CUSIP No. 76029N106    13G    Page 4 of 9 Pages

     

     1.   

     NAMES OF REPORTING PERSONS

     I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

     

     Forbion IV Management B.V.

     2.  

     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     (a) ☐  (b) ☒

     

     3.  

     SEC USE ONLY

     

     4.  

     CITIZENSHIP OR PLACE OF ORGANIZATION

     

     The Netherlands

    NUMBER OF

    SHARES BENEFICIALLY 

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

       5.   

     SOLE VOTING POWER

     

     0

       6.  

     SHARED VOTING POWER

     

     4,525,498

       7.  

     SOLE DISPOSITIVE POWER

     0

     

       8.  

     SHARED DISPOSITIVE POWER

     

     4,525,498

     9.   

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

     4,525,498

    10.  

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

     

     ☐

    11.  

     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

     4.7% (3)

    12.  

     TYPE OF REPORTING PERSON

     

     OO

     

    3

    This percentage is calculated based upon 100,400,798 outstanding shares of Common Stock of the Issuer, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 12, 2024.


    CUSIP No. 76029N106    13G    Page 5 of 9 Pages

     

     1.   

     NAMES OF REPORTING PERSONS

     I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

     

     Forbion Capital Fund II Coöperatief U.A.

     2.  

     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     (a) ☐  (b) ☒

     

     3.  

     SEC USE ONLY

     

     4.  

     CITIZENSHIP OR PLACE OF ORGANIZATION

     

     The Netherlands

    NUMBER OF

    SHARES BENEFICIALLY 

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

       5.   

     SOLE VOTING POWER

     

     0

       6.  

     SHARED VOTING POWER

     

     1,428,571

       7.  

     SOLE DISPOSITIVE POWER

     0

     

       8.  

     SHARED DISPOSITIVE POWER

     

     1,428,571

     9.   

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

     1,428,571

    10.  

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

     

     ☐

    11.  

     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

     1.4% (4)

    12.  

     TYPE OF REPORTING PERSON

     

     OO

     

    4

    This percentage is calculated based upon 100,400,798 outstanding shares of Common Stock of the Issuer, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 12, 2024.


    CUSIP No. 76029N106    13G    Page 6 of 9 Pages

     

     1.   

     NAMES OF REPORTING PERSONS

     I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

     

     Forbion II Management B.V.

     2.  

     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     (a) ☐  (b) ☒

     

     3.  

     SEC USE ONLY

     

     4.  

     CITIZENSHIP OR PLACE OF ORGANIZATION

     

     The Netherlands

    NUMBER OF

    SHARES BENEFICIALLY 

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

       5.   

     SOLE VOTING POWER

     

     0

       6.  

     SHARED VOTING POWER

     

     1,428,571

       7.  

     SOLE DISPOSITIVE POWER

     0

     

       8.  

     SHARED DISPOSITIVE POWER

     

     1,428,571

     9.   

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

     1,428,571

    10.  

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

     

     ☐

    11.  

     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

     1.4% (5)

    12.  

     TYPE OF REPORTING PERSON

     

     OO

     

    5

    This percentage is calculated based upon 100,400,798 outstanding shares of Common Stock of the Issuer, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 12, 2024.


    CUSIP No. 76029N106    13G    Page 7 of 9 Pages

     

    Item 1(a).

    Name of Issuer:

    Dyne Therapeutics, Inc.

     

    Item 1(b).

    Address of Issuer’s Principal Executive Offices:

    1560 Trapelo Road, Waltham, MA 02451

     

    Item 2(a).

    Name of Person Filing:

    This Statement is being filed by ForDyne B.V. (“ForDyne”), Forbion Capital Fund IV Coöperatief U.A. (“Forbion IV COOP”), Forbion IV Management B.V. (“Forbion IV”), the director of Forbion IV COOP, Forbion Growth Opportunities Fund II Coöperatief U.A. (“Forbion II COOP”) and Forbion Growth II Management B.V. (“Forbion II”), the director of Forbion II COOP. ForDyne is a joint investment vehicle wholly owned by Forbion IV COOP and Forbion II COOP, but does not exercise voting or dispositive power over the shares held on behalf of Forbion IV COOP and Forbion II COOP. The foregoing entities are sometimes referred to collectively herein as the “Reporting Persons”.

     

    Item 2(b).

    Address of Principal Business Office or, if None, Residence:

    The address of the principal business and principal office of each of the Reporting Persons is c/o Forbion Capital Partners, Gooimeer 2-35, 1411 DC Naarden, The Netherlands.

     

    Item 2(c).

    Citizenship:

    ForDyne B.V. – The Netherlands

    Forbion IV COOP – The Netherlands

    Forbion IV – The Netherlands

    Forbion II COOP – The Netherlands

    Forbion II – The Netherlands

     

    Item 2(d).

    Title of Class of Securities:

    Common Stock, par value $0.0001 per share

     

    Item

    2(e). CUSIP Number: 26818M108

     

    Item 3.

     

    Item 4.

    Ownership.

     

    (a)-(b)    Amount beneficially owned, Percent of class: ForDyne directly holds 5,795,364 shares of Common Stock, representing approximately 5.8% of the outstanding Common Stock. ForDyne is a joint investment vehicle wholly owned by Forbion IV COOP and Forbion II COOP, but does not exercise voting or dispositive power over the shares held on behalf of Forbion IV COOP and Forbion II COOP. Forbion IV COOP directly holds 158,705 shares of Common


    CUSIP No. 76029N106    13G    Page 8 of 9 Pages

     

      

    Stock, and may be deemed to beneficially own 4,366,793 shares of Common Stock held directly by ForDyne, representing approximately 4.7% of the outstanding Common Stock. Forbion II COOP may be deemed to beneficially own 1,428,571 shares are held directly by ForDyne, representing approximately 1.4% of the outstanding Common Stock. Forbion IV, the director of Forbion IV COOP, may be deemed to have voting and investment power over the shares beneficially owned by Forbion IV COOP. Forbion II, the director of Forbion II COOP, may be deemed to have voting and investment power over the shares beneficially owned by Forbion II COOP.

     

      (c)

    Number of shares as to which such person has:

     

    Reporting Person

       Sole Voting
    Power
         Shared
    Voting
    Power
         Sole
    Dispositive
    Power
         Shared
    Dispositive
    Power
     

    ForDyne

         0        5,795,364        0        5,795,364  

    Forbion IV COOP

         0        4,525,498        0        4,525,498  

    Forbion IV

         0        4,525,498        0        4,525,498  

    Forbion II COOP

         0        1,428,571        0        1,428,571  

    Forbion II

         0        1,428,571        0        1,428,571  

     

    Item 5.

    Ownership of Five Percent or Less of a Class.

    Not applicable.

     

    Item 6.

    Ownership of More than Five Percent on Behalf of Another Person.

    Not applicable.

     

    Item 7.

    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

    Not applicable.

     

    Item 8.

    Identification and Classification of Members of the Group.

    The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Reporting Persons disclaim membership in a group and this report shall not be deemed an admission by any of the Reporting Persons that they are or may be members of a “group” for purposes of Rule 13d-5 or for any other purpose.

     

    Item 9.

    Notice of Dissolution of Group.

    Not applicable.

     

    Item

    10. Certification.

    Not applicable .


    CUSIP No. 76029N106    13G    Page 9 of 9 Pages

     

    SIGNATURE

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

    Date: November 14, 2024

     

    FORDYNE B.V.
    By: Forbion International Management B.V., its director
    By:  

    /s/ V. van Houten /s/ H.A. Slootweg

      Name: V. van Houten and H.A. Slootweg
      Title: Directors
    FORBION CAPITAL FUND IV COÖPERATIEF U.A.
    By:   Forbion IV Management B.V., its director
    By:   FCPM III Services B.V., its director
    By:  

    /s/ V. van Houten /s/ H.A. Slootweg

      Name: V. van Houten and H.A. Slootweg
      Title: Directors
    FORBION IV MANAGEMENT B.V.
    By:   FCPM III Services B.V., its director
    By:  

    /s/ V. van Houten /s/ H.A. Slootweg

      Name: V. van Houten and H.A. Slootweg
      Title: Directors
    FORBION CAPITAL FUND II COÖPERATIEF U.A.
    By:   Forbion II Management B.V., its director
    By:   FCPM III Services B.V., its director
    By:  

    /s/ V. van Houten /s/ H.A. Slootweg

      Name: V. van Houten and H.A. Slootweg
      Title: Directors
    FORBION II MANAGEMENT B.V.
    By:   FCPM III Services B.V., its director
    By:  

    /s/ V. van Houten /s/ H.A. Slootweg

      Name: V. van Houten and H.A. Slootweg
      Title: Directors

     

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      WALTHAM, Mass., June 16, 2025 (GLOBE NEWSWIRE) -- Dyne Therapeutics, Inc. (NASDAQ:DYN), a clinical-stage neuromuscular disease company focused on advancing innovative life-transforming therapeutics for people living with genetically driven diseases, today announced it plans to provide an update on DYNE-101 in myotonic dystrophy type 1 (DM1) tomorrow, June 17, 2025, and to host a webcast at 8:00 a.m. ET. The company intends to issue a press release prior to the start of the event. Investor Conference Call and Webcast The live webcast will be available on the Events & Presentations page of the Investors & Media section of Dyne's website, and a replay will be accessible for 90 days followin

      6/16/25 4:05:00 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Dyne Therapeutics Reports New Clinical Data Showing Compelling Impact on Multiple Measures of Myotonic Dystrophy Type 1 (DM1); Dyne Plans to Initiate Registrational Expansion Cohort to Support Potential Submission for U.S. Accelerated Approval for DYNE-101 in DM1 in H1 2026

      - DYNE-101 in DM1: Dyne plans to initiate global Registrational Expansion Cohort of ACHIEVE trial with registrational dose of 6.8 mg/kg Q8W following study data showing splicing correction and robust and sustained functional improvements; potential to support H1 2026 submission for U.S. Accelerated Approval - - DYNE-251 in Exon 51 DMD: Based on recent FDA feedback, pursuing U.S. Accelerated Approval with dystrophin as surrogate endpoint; data from ongoing Registrational Expansion Cohort in DELIVER trial expected late 2025 with potential to support early 2026 regulatory submission - - Investor event today, January 10th at 8:00 a.m. ET - WALTHAM, Mass., Jan. 10, 2025 (GLOBE NE

      1/10/25 6:30:00 AM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $DYN
    Analyst Ratings

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    • Bernstein initiated coverage on Dyne Therapeutics with a new price target

      Bernstein initiated coverage of Dyne Therapeutics with a rating of Mkt Perform and set a new price target of $13.00

      6/24/25 8:00:58 AM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Raymond James resumed coverage on Dyne Therapeutics with a new price target

      Raymond James resumed coverage of Dyne Therapeutics with a rating of Outperform and set a new price target of $37.00

      6/11/25 7:53:49 AM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Oppenheimer resumed coverage on Dyne Therapeutics with a new price target

      Oppenheimer resumed coverage of Dyne Therapeutics with a rating of Outperform and set a new price target of $34.00

      6/2/25 8:51:54 AM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $DYN
    Insider Purchases

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    • CEO & President Cox John gifted 40,000 shares and bought $911,000 worth of shares (100,000 units at $9.11), increasing direct ownership by 42% to 202,179 units (SEC Form 4)

      4 - Dyne Therapeutics, Inc. (0001818794) (Issuer)

      7/15/25 5:11:40 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • CEO & President Cox John bought $1,057,216 worth of shares (32,000 units at $33.04) (SEC Form 4)

      4 - Dyne Therapeutics, Inc. (0001818794) (Issuer)

      9/4/24 5:42:18 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Kersten Dirk bought $29,999,988 worth of shares (1,714,285 units at $17.50) (SEC Form 4)

      4 - Dyne Therapeutics, Inc. (0001818794) (Issuer)

      1/11/24 4:31:55 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care

    $DYN
    Large Ownership Changes

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    • Amendment: SEC Form SC 13G/A filed by Dyne Therapeutics Inc.

      SC 13G/A - Dyne Therapeutics, Inc. (0001818794) (Subject)

      11/14/24 5:46:12 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Amendment: SEC Form SC 13G/A filed by Dyne Therapeutics Inc.

      SC 13G/A - Dyne Therapeutics, Inc. (0001818794) (Subject)

      11/14/24 4:32:40 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Amendment: SEC Form SC 13G/A filed by Dyne Therapeutics Inc.

      SC 13G/A - Dyne Therapeutics, Inc. (0001818794) (Subject)

      11/14/24 4:23:11 PM ET
      $DYN
      Biotechnology: Pharmaceutical Preparations
      Health Care