| Item 1. | |
| (a) | Name of issuer:
Electra Therapeutics, Inc. |
| (b) | Address of issuer's principal executive offices:
230 E. Grand Avenue Suite S-100 South San Francisco, CA 94080 |
| Item 2. | |
| (a) | Name of person filing:
Redmile Group, LLC
Jeremy C. Green
Redmile Biopharma Investments II, L.P. |
| (b) | Address or principal business office or, if none, residence:
Redmile Group, LLC
900 Larkspur Landing Circle, Suite 270
Larkspur, California 94939
Jeremy C. Green
c/o Redmile Group, LLC (NY Office)
45 W. 27th Street, Floor 11
New York, NY 10001
Redmile Biopharma Investments II, L.P.
c/o Redmile Group, LLC
900 Larkspur Landing Circle, Suite 270
Larkspur, California 94939 |
| (c) | Citizenship:
Redmile Group, LLC: Delaware
Jeremy C. Green: United Kingdom
Redmile Biopharma Investments II, L.P.: Delaware |
| (d) | Title of class of securities:
Common Stock, $0.0001 par value per share |
| (e) | CUSIP Number(s):
284825106 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Redmile Group, LLC - 5,462,881 (1)
Jeremy C. Green - 5,462,881 (1)
Redmile Biopharma Investments II, L.P. - 4,796,215 (2) |
| (b) | Percent of class:
Redmile Group, LLC - 8.7% (3)
Jeremy C. Green - 8.7% (3)
Redmile Biopharma Investments II, L.P. - 7.6% (3) |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
Redmile Group, LLC - 0
Jeremy C. Green - 0
Redmile Biopharma Investments II, L.P. - 0
|
| | (ii) Shared power to vote or to direct the vote:
Redmile Group, LLC - 5,462,881 (1)
Jeremy C. Green - 5,462,881 (1)
Redmile Biopharma Investments II, L.P. - 4,796,215 (2)
|
| | (iii) Sole power to dispose or to direct the disposition of:
Redmile Group, LLC - 0
Jeremy C. Green - 0
Redmile Biopharma Investments II, L.P. - 0
|
| | (iv) Shared power to dispose or to direct the disposition of:
Redmile Group, LLC - 5,462,881 (1)
Jeremy C. Green - 5,462,881 (1)
Redmile Biopharma Investments II, L.P. - 4,796,215 (2)
(1) All of such shares of Common Stock are directly owned by certain investment vehicles, including Redmile Biopharma Investments II, L.P. ("RBI II"), for which Redmile is the investment manager (the "Redmile Funds"). Redmile may be deemed to beneficially own these securities in its capacity as their investment manager with discretion to vote and dispose of all shares of Common Stock held by the Redmile Funds. Mr. Green also may be deemed to beneficially own these securities as the principal of Redmile. Redmile and Mr. Green each disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest in such securities, if any.
(2) All of such shares of Common Stock are directly owned RBI II.
(3) Percentage based on 62,766,955 shares of Common Stock outstanding immediately after the initial public offering, as reported in the Issuer's Prospectus dated September 17, 2026 filed with the SEC on September 18, 2026.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See the response to Item 4. |
| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)