SCHEDULE 13D/A: General Statement of Acquisition of Beneficial Ownership
Published on February 19, 2026
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Evommune, Inc. (Name of Issuer) |
Common Stock, $0.0001 par value per share (Title of Class of Securities) |
30054Y107 (CUSIP Number) |
Bas Vaessen LSP 7 Management B.V., Johannes Vermeerplein 9 Amsterdam, P7, 1071 DV 31206645500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
02/12/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on 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).
SCHEDULE 13D
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| CUSIP No. | 30054Y107 |
| 1 |
Name of reporting person
LSP 7 Cooperatieve U.A. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
NETHERLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
5,288,313.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
14.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. | 30054Y107 |
| 1 |
Name of reporting person
LSP 7 Management B.V. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
NETHERLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,288,313.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
14.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, $0.0001 par value per share | |
| (b) | Name of Issuer:
Evommune, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
1841 Page Mill Road, Suite 100, Palo Alto,
CALIFORNIA
, 94304. | |
Item 1 Comment:
Explanatory Note
This Amendment No. 1 to Schedule 13D ("Amendment No. 1") amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the "SEC") on November 14, 2025 (as amended to date, the "Schedule 13D"), relating to the shares of common stock, $0.0001 par value per share (the "Common Stock"), of Evommune, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meanings set forth in the Schedule 13D. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 of the Schedule 13D is hereby amended and supplemented as follows:
February 2026 Securities Purchase Agreement
On February 12, 2026, the Issuer entered into a securities purchase agreement (the "February 2026 Securities Purchase Agreement") with certain institutional accredited investors (the "February 2026 PIPE Investors"), including LSP 7, pursuant to which the Issuer agreed to issue and sell to the February 2026 PIPE Investors in a private placement (the "February 2026 Private Placement") an aggregate of 4,494,279 shares of Common Stock (the "Shares") at a price of $27.88 per share. The February 2026 Private Placement closed on February 17, 2026 (the "Closing Date"). LSP 7 purchased 358,680 Shares for total consideration of $9,999,998.40, which was funded through capital contributions from its members.
The foregoing description of the February 2026 Securities Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Form of Securities Purchase Agreement, a copy of which is filed as Exhibit 4 hereto and incorporated by reference herein. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The ownership information presented herein represents beneficial ownership of Common Stock as of the date hereof, based on 36,018,372 shares of Common Stock outstanding following the Closing Date.
LSP 7 is the record holder of the shares of Common Stock reported herein and is the beneficial owner of approximately 14.7% of the outstanding shares of Common Stock. LSP 7 Management B.V. is the sole director of LSP 7. The managing directors of LSP 7 Management B.V. are Martijn Kleijwegt, Rene Kuijten and Joachim Rothe. | |
| (b) | Sole power to vote or to direct the vote: 0
Shared power to vote or to direct the vote: 5,288,313
Sole power to dispose or to direct the disposition of: 0
Shared power to dispose or to direct the disposition of: 5,288,313 | |
| (c) | Except as set forth in this Amendment No. 1, during the past 60 days, none of the Reporting Persons nor the Related Persons have effected any transactions in the Common Stock. | |
| (d) | None. | |
| (e) | Not applicable. | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Item 6 of the Schedule 13D is hereby amended and supplemented as follows:
Item 3 of the Schedule 13D is incorporated by reference herein.
In connection with the February 2026 Private Placement, the Issuer also entered into a Registration Rights Agreement, dated February 12, 2026 (the "February 2026 Registration Rights Agreement"), with the February 2026 PIPE Investors. Pursuant to the terms of the February 2026 Registration Rights Agreement, the Issuer is obligated to prepare and file with the SEC a registration statement on Form S-1 (the "Registration Statement") to register for resale of the Shares within 60 days of the Closing Date and to use its reasonable best efforts to have the Registration Statement declared effective as soon as possible, but no later than 90 days after the initial filing date of the Registration Statement, subject to extension under the terms of the February 2026 Registration Rights Agreement. The Issuer also agreed to use reasonable best efforts to keep such Registration Statement effective until the earlier of the date the Shares covered by such Registration Statement have been sold or may be resold pursuant to Rule 144 without restriction. The February 2026 Registration Rights Agreement includes customary provisions regarding payment of fees and expenses and indemnification.
The foregoing description of the February 2026 Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the Form of Registration Rights Agreement, a copy of which is filed as Exhibit 5 hereto and incorporated by reference herein. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 of the Schedule 13D is hereby amended and supplemented as follows:
Exhibit 4: Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the SEC on February 13, 2026).
Exhibit 5: Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.2 to the Issuer's Current Report on Form 8-K filed with the SEC on February 13, 2026). | ||
| 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.
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