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DBV Technologies S.A. — Major Shareholding Notification 2025
Nov 14, 2025
33512_mrq_2025-11-14_e63c9498-fc56-41c9-b07e-a309d3cd6640.zip
Major Shareholding Notification
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SCHEDULE 13G/A 0001104659-22-073662 0001602264 XXXXXXXX LIVE 4 Ordinary Shares, nominal value 0.01 euro per share 09/30/2025 0001613780 DBV TECHNOLOGIES S.A. 23306J309 177-181 AVENUE PIERRE BROSSOLETTE MONTROUGE I0 92120 Rule 13d-1(c) Venrock Healthcare Capital Partners II, L.P. a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 PN VHCP Co-Investment Holdings II, LLC a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 OO VHCP Management II, LLC a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 OO Venrock Healthcare Capital Partners III, L.P. a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 PN VHCP Co-Investment Holdings III, LLC a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 OO Venrock Healthcare Capital Partners EG, L.P. a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 PN VHCP Management III, LLC a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 OO VHCP Management EG, LLC a DE 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 OO Nimish Shah a X1 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 IN Bong Y. Koh a X1 0.00 11929079.00 0.00 11929079.00 11929079.00 8.2 IN DBV TECHNOLOGIES S.A. 177-181 AVENUE PIERRE BROSSOLETTE, MONTROUGE, I0, 92120. The names of the persons filing this report (collectively, the "Reporting Persons") are: Venrock Healthcare Capital Partners II, L.P. ("VHCP II") VHCP Co-Investment Holdings II, LLC ("VHCP Co-Investment II") Venrock Healthcare Capital Partners III, L.P. ("VHCP III") VHCP Co-Investment Holdings III, LLC ("VHCP Co-Investment III") Venrock Healthcare Capital Partners EG, L.P. ("VHCP EG") VHCP Management II, LLC ("VHCP Management II") VHCP Management III, LLC ("VHCP Management III") VHCP Management EG, LLC ("VHCP Management EG") Nimish Shah ("Shah") Bong Koh ("Koh") The Reporting Persons are members of a group for the purposes of this Schedule 13G/A. New York Office: 7 Bryant Park, 23rd Floor New York, NY 10018 Palo Alto Office: 3340 Hillview Avenue Palo Alto, CA 94304 All of the entities were organized in Delaware. Shah and Koh are both United States citizens. Y There is no CUSIP number assigned to the ordinary shares. CUSIP number 23306J309 has been assigned to the American Depositary Shares ("ADSs") of the Issuer. Each ADS represents five ordinary shares. Row 9 of each Reporting Person's cover page to this Schedule 13G/A sets forth the aggregate number of ordinary shares of the Issuer beneficially owned by such Reporting Person as of September 30, 2025 and is incorporated by reference. The Reporting Persons' ownership of the Issuer's securities consists of (i) 284,311 ordinary shares and pre-funded warrants (the "Pre-Funded Warrants") exercisable for up to 936,093 ordinary shares directly held by VHCP II; (ii) 115,252 ordinary shares and Pre-Funded Warrants exercisable for up to 379,496 ordinary shares directly held by VHCP Co-Investment II; (iii) 625,573 ordinary shares and Pre-Funded Warrants exercisable for up to 2,059,666 ordinary shares directly held by VHCP III; (iv) 62,576 ordinary shares and Pre-Funded Warrants exercisable for up to 206,044 ordinary shares directly held by VHCP Co-Investment III; and (v) 1,691,367 ordinary shares and Pre-Funded Warrants exercisable for up to 5,568,701 ordinary shares directly held by VHCP EG. VHCP Management II is the general partner of VHCP II and the manager of VHCP Co-Investment II. VHCP Management III is the general partner of VHCP III and the manager of VHCP Co-Investment III. VHCP Management EG is the general partner of VHCP EG. Messrs. Shah and Koh are the voting members of VHCP Management II, VHCP Management III and VHCP Management EG. Row 11 of each Reporting Person's cover page to this Schedule 13G/A sets forth the percentages of the ordinary shares of the Issuer beneficially owned by such Reporting Person as of September 30, 2025 and is incorporated by reference. Such percentage is based upon the sum of (i) 136,975,159 ordinary shares of the Issuer outstanding as September 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on October 28, 2025 and (ii) 9,150,000 ordinary shares issuable upon the exercise of Pre-Funded Warrants. Row 5 of each Reporting Person's cover page to this Schedule 13G/A sets forth the sole power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of September 30, 2025 and is incorporated by reference. Row 6 of each Reporting Person's cover page to this Schedule 13G/A sets forth the shared power to vote or to direct the vote of securities of the Issuer beneficially owned by such Reporting Person as of September 30, 2025 and is incorporated by reference. Row 7 of each Reporting Person's cover page to this Schedule 13G/A sets forth the sole power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of September 30, 2025 and is incorporated by reference. Row 8 of each Reporting Person's cover page to this Schedule 13G/A sets forth the shared power to dispose or to direct the disposition of securities of the Issuer beneficially owned by such Reporting Person as of September 30, 2025 and is incorporated by reference. Y Y Y Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. Exhibit 24.1 Power of Attorney for Nimish Shah (incorporated by reference to Exhibit B to Schedule 13G filed on June 23, 2022) Exhibit 24.2 Power of Attorney for Bong Koh (incorporated by reference to Exhibit C to Schedule 13G filed on June 23, 2022) Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit A to Schedule 13G filed on June 23, 2022) Venrock Healthcare Capital Partners II, L.P. /s/ Sherman G. Souther By VHCP Management II, LLC, its General Partner, By Sherman G. Souther, Authorized Signatory 11/14/2025 VHCP Co-Investment Holdings II, LLC s/ Sherman G. Souther By VHCP Management II, LLC, its Manager, By Sherman G. Souther, Authorized Signatory 11/14/2025 VHCP Management II, LLC /s/ Sherman G. Souther By Sherman G. Souther, Authorized Signatory 11/14/2025 Venrock Healthcare Capital Partners III, L.P. /s/ Sherman G. Souther By VHCP Management III, LLC, its General Partner, By Sherman G. Souther, Authorized Signatory 11/14/2025 VHCP Co-Investment Holdings III, LLC /s/ Sherman G. Souther By VHCP Management III, LLC, its Manager, By Sherman G. Souther, Authorized Signatory 11/14/2025 Venrock Healthcare Capital Partners EG, L.P. /s/ Sherman G. Souther By VHCP Management EG, LLC, its General Partner, By Sherman G. Souther, Authorized Signatory 11/14/2025 VHCP Management III, LLC /s/ Sherman G. Souther By Sherman G. Souther, Authorized Signatory 11/14/2025 VHCP Management EG, LLC /s/ Sherman G. Souther By Sherman G. Souther, Authorized Signatory 11/14/2025 Nimish Shah /s/ Sherman G. Souther By Sherman G. Souther, Attorney-in-fact 11/14/2025 Bong Y. Koh /s/ Sherman G. Souther By Sherman G. Souther, Attorney-in-fact 11/14/2025