| Item 1. | |
| (a) | Name of issuer:
Enliven Therapeutics, Inc. |
| (b) | Address of issuer's principal executive offices:
6200 Lookout Road, Boulder, COLORADO, 80301. |
| Item 2. | |
| (a) | Name of person filing:
Commodore Capital LP
Commodore Capital Master LP
Robert Egen Atkinson
Michael Kramarz
Each a "Filer." |
| (b) | Address or principal business office or, if none, residence:
The address for Commodore Capital LP, Robert Egen Atkinson, and Michael Kramarz is 444 Madison Avenue, Floor 35, New York, NY 10022.
The address for Commodore Capital Master LP is c/o Maples Corporate Services Limited, Ugland House, South Church Street, PO Box 309, Grand Cayman KY1-1104, Cayman Islands. |
| (c) | Citizenship:
See Item 4 of the cover page for each Filer. |
| (d) | Title of class of securities:
Common Stock, par value $0.001 per share |
| (e) | CUSIP No.:
29337E102 |
| 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:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
See Item 9 of the cover page for each Filer.
This report on Schedule 13G is being filed by Commodore Capital LP (the "Firm"), Commodore Capital Master LP ("Commodore Master"), Michael Kramarz, and Robert Egen Atkinson. The Firm is the investment manager to Commodore Master. As of June 30, 2025, the Firm may be deemed to beneficially own an aggregate of 6,022,957 shares Common Stock, par value $0.001 per share (the "Common Stock"), consisting of (i) 4,692,809 shares of the Common Stock and (ii) 1,330,148 shares of Common Stock each Filer has the right to acquire through the exercise of a pre-funded warrant ("Pre?Funded Warrant") of Enliven Therapeutics, Inc. (the "Issuer"), which is subject to a beneficial ownership limitation of 9.99% (the "Beneficial Ownership Limitation"). The foregoing excludes 195,792 shares of Common Stock underlying the Pre-Funded Warrant, which is subject to the Beneficial Ownership Limitation. The Firm, as the investment manager to Commodore Master, may be deemed to beneficially own these securities. Michael Kramarz and Robert Egen Atkinson are the managing partners of the Firm and exercise investment discretion with respect to these securities. Ownership percentages are based on 58,959,717 shares of the Issuer's Common Stock outstanding as of June 12, 2025 as issued in the Issuer's Rule 424(b)(5) Prospectus Supplement filed with the Securities and Exchange Commission on June 16, 2025, plus 1,330,148 shares of Common Stock which the Filers may acquire upon the exercise of the Pre-Funded Warrant, subject to the Beneficial Ownership Limitation. |
| (b) | Percent of class:
See Item 11 of the cover page for each Filer. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
See Item 5 of the cover page for each Filer.
|
| | (ii) Shared power to vote or to direct the vote:
See Item 6 of the cover page for each Filer.
|
| | (iii) Sole power to dispose or to direct the disposition of:
See Item 7 of the cover page for each Filer.
|
| | (iv) Shared power to dispose or to direct the disposition of:
See Item 8 of the cover page for each Filer.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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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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Not Applicable
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| 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)