Redmile Fund Crosses 5% In Fate Therapeutics Without Buying More Shares
A change in Fate's outstanding share count triggered the update; Redmile reports 14.99% beneficial ownership.
Redmile Capital Offshore II Master Fund crossed the 5% ownership threshold in Fate Therapeutics, which develops cell therapies still in human testing, solely because Fate's outstanding share count changed. Redmile's SEC ownership amendment filed Monday added the fund as a reporting person and said the reporting persons had made no transactions since their preceding amendment.
A Threshold Crossed Without Trades
The offshore master fund reports 5.03% beneficial ownership, covering 6,426,298 shares, including shares it can obtain by converting preferred stock. Fate's quarterly report filed Thursday supplied the changed outstanding-share figure that prompted the update.
Redmile Group, an investment manager and adviser to private funds, and its managing member, Jeremy C. Green, each report 14.99% beneficial ownership, or 19,164,572 shares. Those are overlapping ownership disclosures, rather than separate stakes to add together. Redmile exercises voting and investment power over the funds' holdings; Green may also be deemed their beneficial owner through his role at Redmile.
RedCo II Offshore SPV separately reports 10,144,307 shares and 8.12% ownership. Redmile first filed its Fate ownership disclosure in August 2018; the preceding amendment was filed in April 2026.
Shares Plus Rights To Convert
Redmile's reported stake includes common stock, director stock awards, options and shares obtainable through warrants or convertible preferred stock. Its percentage calculation starts with Fate's 121,568,755 outstanding shares as of Friday, October 30, and adds shares obtainable under the applicable terms.
Ownership limits constrain conversions and warrant exercises. At the current limits, the Redmile funds collectively can obtain a maximum of 6,073,068 common shares through those instruments. The preferred-stock conversion limit is 14.99%; the warrant limit is also 14.99%, with an option to raise it to as much as 19.99% after at least 61 days' notice.
The relationship extends to Fate's board. Michael S. Lee, a Redmile managing director and Fate director, holds stock awards and options whose economic and voting rights are assigned to Redmile.
Cell Therapies In Human Testing
Fate develops off-the-shelf treatments from engineered induced pluripotent stem cells—a renewable starting material for disease-fighting T cells and natural killer cells.
Its lead candidate, FT819, is in an early-stage trial for systemic lupus erythematosus and is also being tested in other autoimmune diseases. Trial sites span the United States, United Kingdom and European Union. Other candidates target solid tumors, including one developed with Ono Pharmaceutical.
In its annual report for 2025, Fate described a manufacturing facility exceeding 40,000 square feet, more than 600 issued patents and 550 pending patent applications.
Fate had a market value of $223 million at Monday's close. Redmile's update changes which fund reports its ownership, without any transactions since the preceding amendment.