MACROGENICS INC — Major Shareholding Notification 2025

Aug 14, 2025

xml version="1.0" encoding="UTF-8"? SCHEDULE 13G/A 0001193125-24-262283 0001863769 XXXXXXXX LIVE 1 Common Stock, par value $0.01 per share 06/30/2025 0001125345 MACROGENICS, INC. 556099109 9704 Medical Center Drive Rockville MD 20850 Rule 13d-1(c) Frazier Life Sciences Public Fund, L.P. b DE 0.00 1549193.00 0.00 1549193.00 1549193.00 2.5 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLSP, L.P. b DE 0.00 1549193.00 0.00 1549193.00 1549193.00 2.5 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLSP, L.L.C. b DE 0.00 1549193.00 0.00 1549193.00 1549193.00 2.5 OO The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. Frazier Life Sciences Public Overage Fund, L.P. b DE 0.00 925809.00 0.00 925809.00 925809.00 1.5 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLSP Overage, L.P. b DE 0.00 925809.00 0.00 925809.00 925809.00 1.5 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLSP Overage, L.L.C. b DE 0.00 925809.00 0.00 925809.00 925809.00 1.5 OO The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. Frazier Life Sciences X, L.P. b DE 0.00 125513.00 0.00 125513.00 125513.00 0.2 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLS X, L.P. b DE 0.00 125513.00 0.00 125513.00 125513.00 0.2 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLS X, L.L.C. b DE 0.00 125513.00 0.00 125513.00 125513.00 0.2 OO The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. Frazier Life Sciences XI, L.P. b DE 0.00 575150.00 0.00 575150.00 575150.00 0.9 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLS XI, L.P. b DE 0.00 575150.00 0.00 575150.00 575150.00 0.9 PN The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. FHMLS XI, L.L.C. b DE 0.00 575150.00 0.00 575150.00 575150.00 0.9 OO The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. James N. Topper b X1 0.00 125513.00 0.00 125513.00 125513.00 0.2 IN The shares listed in rows 6, 8 and 9 consist of 125,513 shares of Common Stock held directly by Frazier Life Sciences X, L.P. The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. Patrick J. Heron b X1 0.00 125513.00 0.00 125513.00 125513.00 0.2 IN The shares listed in rows 6, 8 and 9 consist of 125,513 shares of Common Stock held directly by Frazier Life Sciences X, L.P. The percentage listed in row 11 is calculated based on 63,090,323 shares of Common Stock outstanding on May 9, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 13, 2025. Albert Cha b X1 0.00 0.00 0.00 0.00 0.00 0.0 IN James Brush b X1 0.00 0.00 0.00 0.00 0.00 0.0 IN Daniel Estes b X1 0.00 0.00 0.00 0.00 0.00 0.0 IN MACROGENICS, INC. 9704 Medical Center Drive, Rockville, MD, 20850. The entities and persons filing this statement (collectively, the "Reporting Persons") are: Frazier Life Sciences Public Fund, L.P. ("FLSPF") FHMLSP, L.P. FHMLSP, L.L.C. Frazier Life Sciences Public Overage Fund, L.P. ("FLSPOF") FHMLSP Overage, L.P. FHMLSP Overage, L.L.C. Frazier Life Sciences X, L.P. ("FLS X") FHMLS X, L.P. FHMLS X, L.L.C. Frazier Life Sciences XI, L.P. ("FLS XI") FHMLS XI, L.P. FHMLS XI, L.L.C. James N. Topper ("Topper") Patrick J. Heron ("Heron") Albert Cha ("Cha") James Brush ("Brush") Daniel Estes ("Estes" and together with Topper, Heron, Cha and Brush, the "Members") The address of the principal place of business for each of the Reporting Persons is: c/o Frazier Life Sciences Management, L.P. 1001 Page Mill Rd, Building 4, Suite B Palo Alto, CA 94304 The information contained in row 4 of each Reporting Person's cover page to this Statement is incorporated by reference. Y The information contained in row 9 of each Reporting Person's cover page to this Statement (including the footnotes thereto) is incorporated by reference. FLSPF directly holds 1,549,193 shares of Common Stock. FHMLSP, L.P. is the general partner of FLSPF and the general partner of FHMLSP, L.P. is FHMLSP, L.L.C., which is managed by an investment committee of four that acts by majority vote. Accordingly, no members of such committee are attributed beneficial ownership of the securities directly held by FLSPF, and this Statement corrects any previous attribution to, and overstatement of beneficial ownership by, such members as reflected in any prior Statements. FLSPOF directly holds 925,809 shares of Common Stock. FHMLSP Overage, L.P. is the general partner of FLSPOF and the general partner of FHMLSP Overage, L.P. is FHMLSP Overage, L.L.C., which is managed by an investment committee of four that acts by majority vote. Accordingly, no members of such committee are attributed beneficial ownership of the securities directly held by FLSPOF, and this Statement corrects any previous attribution to, and overstatement of beneficial ownership by, such members as reflected in any prior Statements. FLS X directly holds 125,513 shares of Common Stock. FHMLS X, L.P. is the general partner of FLS X and FHMLS X, L.L.C. is the general partner of FHMLS X, L.P. Heron and Topper are the members of FHMLS X, L.L.C. and therefore share voting and investment power over the shares of Common Stock held by FLS X. FLS XI directly holds 575,150 shares of Common Stock. FHMLS XI, L.P. is the general partner of FLS XI and the general partner of FHMLS XI, L.P. is FHMLS XI, L.L.C., which is managed by an investment committee of three that acts by majority vote. Accordingly, no members of such committee are attributed beneficial ownership of the securities directly held by FLS XI, and this Statement corrects any previous attribution to, and overstatement of beneficial ownership by, such members as reflected in any prior Statements. Except as specifically stated herein, the filing of this Statement shall not be construed as an admission that any Reporting Person or any of the foregoing is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this Statement or a member of a "group" with any other person. The information contained in row 11 of each Reporting Person's cover page to this Schedule 13G (including the footnotes thereto) is incorporated by reference. The information contained in row 5 of each Reporting Person's cover page to this Schedule 13G (including the footnotes thereto) is incorporated by reference. The information contained in row 6 of each Reporting Person's cover page to this Schedule 13G (including the footnotes thereto) is incorporated by reference. The information contained in row 7 of each Reporting Person's cover page to this Schedule 13G (including the footnotes thereto) is incorporated by reference. The information contained in row 8 of each Reporting Person's cover page to this Schedule 13G (including the footnotes thereto) 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 99.1 Joint Filing Agreement, dated as of November 20, 2024, incorporated by reference into this Statement. Frazier Life Sciences Public Fund, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLSP, L.L.C., GP of FHMLSP, L.P., GP of Frazier Life Sciences Public Fund, L.P. 08/14/2025 FHMLSP, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLSP, L.L.C., GP of FHMLSP, L.P. 08/14/2025 FHMLSP, L.L.C. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLSP, L.L.C. 08/14/2025 Frazier Life Sciences Public Overage Fund, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLSP Overage, L.L.C., GP of FHMLSP Overage, L.P., GP of Frazier Life Sciences Public Overage Fund, L.P. 08/14/2025 FHMLSP Overage, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLSP Overage, L.L.C., GP of FHMLSP Overage, L.P. 08/14/2025 FHMLSP Overage, L.L.C. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLSP Overage, L.L.C. 08/14/2025 Frazier Life Sciences X, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLS X, L.L.C., GP of FHMLS X, L.P., GP of Frazier Life Sciences X, L.P. 08/14/2025 FHMLS X, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLS X, L.L.C., GP of FHMLS X, L.P. 08/14/2025 FHMLS X, L.L.C. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLS X, L.L.C. 08/14/2025 Frazier Life Sciences XI, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLS XI, L.L.C., GP of FHMLS XI, L.P., GP of Frazier Life Sciences XI, L.P. 08/14/2025 FHMLS XI, L.P. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLS XI, L.L.C., GP of FHMLS XI, L.P. 08/14/2025 FHMLS XI, L.L.C. /s/ Steve R. Bailey By Steve R. Bailey, CFO of FHMLS XI, L.L.C. 08/14/2025 James N. Topper /s/ Steve R. Bailey By Steve R. Bailey, Attorney-in-Fact for James N. Topper, pursuant to a Power of Attorney, a copy of which was filed with the SEC on July 31, 2017 08/14/2025 Patrick J. Heron /s/ Steve R. Bailey By Steve R. Bailey, Attorney-in-Fact for Patrick J. Heron, pursuant to a Power of Attorney, a copy of which was filed with the SEC on July 31, 2017 08/14/2025 Albert Cha /s/ Steve R. Bailey By Steve R. Bailey, Attorney-in-Fact for Albert Cha, pursuant to a Power of Attorney, a copy of which was filed with the SEC on August 16, 2021 08/14/2025 James Brush /s/ Steve R. Bailey By Steve R. Bailey, Attorney-in-Fact for James Brush, pursuant to a Power of Attorney, a copy of which was filed with the SEC on August 16, 2021 08/14/2025 Daniel Estes /s/ Steve R. Bailey By Steve R. Bailey, Attorney-in-Fact for Daniel Estes, pursuant to a Power of Attorney, a copy of which was filed with the SEC on April 18, 2022 08/14/2025