0001172661-25-001361.txt : 20250324 0001172661-25-001361.hdr.sgml : 20250324 20250324160827 ACCESSION NUMBER: 0001172661-25-001361 CONFORMED SUBMISSION TYPE: SCHEDULE 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20250324 DATE AS OF CHANGE: 20250324 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Dianthus Therapeutics, Inc. /DE/ CENTRAL INDEX KEY: 0001690585 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences EIN: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90538 FILM NUMBER: 25764251 BUSINESS ADDRESS: STREET 1: 7 TIMES SQUARE STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 929-999-4055 MAIL ADDRESS: STREET 1: 7 TIMES SQUARE STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: Magenta Therapeutics, Inc. DATE OF NAME CHANGE: 20161121 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Deep Track Capital, LP CENTRAL INDEX KEY: 0001856083 ORGANIZATION NAME: EIN: 853360885 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SCHEDULE 13G BUSINESS ADDRESS: STREET 1: 200 GREENWICH AVENUE STREET 2: 3RD FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2034090812 MAIL ADDRESS: STREET 1: 200 GREENWICH AVENUE STREET 2: 3RD FLOOR CITY: GREENWICH STATE: CT ZIP: 06830 SCHEDULE 13G 1 primary_doc.xml SCHEDULE 13G 0001856083 XXXXXXXX LIVE Common Stock, $0.001 Par Value 03/17/2025 0001690585 Dianthus Therapeutics Inc. 252828108 7 Times Square 43rd Floor New York NY 10036 Rule 13d-1(c) Deep Track Capital, LP b DE 0.00 2357702.00 0.00 2357702.00 2357702.00 N 7.34 IA OO Deep Track Biotechnology Master Fund, Ltd. b E9 0.00 2357702.00 0.00 2357702.00 2357702.00 N 7.34 CO David Kroin b X1 0.00 2357702.00 0.00 2357702.00 2357702.00 N 7.34 HC IN Dianthus Therapeutics Inc. 7 Times Square, 43rd Floor, New York, NY 10036 (i) Deep Track Capital, LP (ii) Deep Track Biotechnology Master Fund, Ltd. (iii) David Kroin (i) 200 Greenwich Ave, 3rd Floor, Greenwich, CT 06830 (ii) c/o Walkers Corporate Limited, 190 Elgin Ave, George Town, KY1-9001, Cayman Islands (iii) c/o Deep Track Capital, LP, 200 Greenwich Ave, 3rd Floor, Greenwich, CT 06830 (i) Delaware (ii) Cayman Islands (iii) United States Y 2,357,702 7.34 0 2,357,702 0 2,357,702 Y Y N Deep Track Capital, LP is the relevant entity for which David Kroin may be considered a control person. 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. Item 4: Information with respect to the Reporting Persons' ownership of the Common Stock as of March 24, 2025, is incorporated by reference to items (5) - (9) and (11) of the cover page of the respective Reporting Person. The amount beneficially owned by each Reporting Person is determined based on 32,125,179 Common Stock outstanding as of March 7, 2025, according to the issuer's 10-K filed with the SEC on March 11, 2025 JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on SCHEDULE 13G, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on SCHEDULE 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. Dated: March 24, 2025 Deep Track Capital, LP By: /s/ David Kroin David Kroin, Managing Member of the General Partner of the Investment Adviser Deep Track Biotechnology Master Fund, Ltd. By: /s/ David Kroin David Kroin, Director David Kroin By: /s/ David Kroin David Kroin Deep Track Capital, LP /s/ David Kroin 03/24/2025 Deep Track Biotechnology Master Fund, Ltd. /s/ David Kroin 03/24/2025 David Kroin /s/ David Kroin 03/24/2025