Form 4 for ETRA Electra Therapeutics, Inc.
Accepted 2026-09-23 17:35:57 ET · period of report 2026-09-21 · accession 0000947871-26-000881 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2026-09-23 17:35 | 2026-09-21 | ETRA | GORDON CARL L | Dir, 10% | C - Cnv Deriv | — | +5.55M | 758.3K | New | — |
| DMI | 2026-09-23 17:35 | 2026-09-21 | ETRA | GORDON CARL L | Dir, 10% | P - Purchase | $15.00 | +1.33M | 1.76M | +314% | +$20.00M |
| DMI | 2026-09-23 17:35 | 2026-09-21 | ETRA | GORDON CARL L | Dir, 10% | C - Cnv Deriv | $0.00 | -5.55M | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2026-09-21 | C | A | 2,002,310 | — | 2,002,310 | I See footnotes | — | — | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 2 | Common | Common Stock | 2026-09-21 | C | A | 1,087,934 | — | 3,090,244 | I See footnotes | — | — | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 3 | Common | Common Stock | 2026-09-21 | C | A | 1,703,314 | — | 4,793,558 | I See footnotes | — | — | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 4 | Common | Common Stock | 2026-09-21 | P | A | 333,333 | $15.00 | 5,126,891 | I See footnotes | — | — | (F2) Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 5 | Common | Common Stock | 2026-09-21 | C | A | 758,279 | — | 758,279 | I See footnotes | — | — | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F4) These securities are held directly by OrbiMed Genesis Master Fund, L.P. ("OrbiMed Genesis"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of OrbiMed Genesis. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OrbiMed Genesis and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OrbiMed Genesis. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 6 | Common | Common Stock | 2026-09-21 | P | A | 1,000,000 | $15.00 | 1,758,279 | I See footnotes | — | — | (F2) Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering. (F4) These securities are held directly by OrbiMed Genesis Master Fund, L.P. ("OrbiMed Genesis"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of OrbiMed Genesis. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OrbiMed Genesis and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OrbiMed Genesis. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 7 | Derivative | Series A Convertible Preferred Stock | 2026-09-21 | C | D | 2,002,310 | $0.00 | 0 | I See footnotes | — · — to — | 2,002,310 Common Stock | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 8 | Derivative | Series B Convertible Preferred Stock | 2026-09-21 | C | D | 1,087,934 | $0.00 | 0 | I See footnotes | — · — to — | 1,087,934 Common Stock | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 9 | Derivative | Series C Convertible Preferred Stock | 2026-09-21 | C | D | 1,703,314 | $0.00 | 0 | I See footnotes | — · — to — | 1,703,314 Common Stock | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F3) These securities are held directly by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("GP VII") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VII. By virtue of such relationships, GP VII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |
| 10 | Derivative | Series C Convertible Preferred Stock | 2026-09-21 | C | D | 758,279 | $0.00 | 0 | I See footnotes | — · — to — | 758,279 Common Stock | (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F1) Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") automatically converted into 1 share of Common Stock upon the closing of the Issuer's initial public offering on September 21, 2026 without payment of further consideration. The Preferred Stock has no expiration date. (F4) These securities are held directly by OrbiMed Genesis Master Fund, L.P. ("OrbiMed Genesis"). OrbiMed Genesis GP LLC ("Genesis GP") is the general partner of OrbiMed Genesis. OrbiMed Advisors is the managing member of Genesis GP. By virtue of such relationships, Genesis GP and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OrbiMed Genesis and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OrbiMed Genesis. (F5) Each of the Reporting Person, OrbiMed Advisors, GP VII and Genesis GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose. |