Werewolf Therapeutics Inc.

11/06/2025 | Press release | Distributed by Public on 11/06/2025 18:44

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
EVNIN LUKE
2. Issuer Name and Ticker or Trading Symbol
Werewolf Therapeutics, Inc. [HOWL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O MPM BIOIMPACT LLC, 399 BOYLSTON STREET, SUITE 1100
3. Date of Earliest Transaction (Month/Day/Year)
11/04/2025
(Street)
BOSTON, MA 02116
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/04/2025 S(1) 90,164(2) D $1.22(3) 3,853,195 I See Footnote(4)
Common Stock 11/05/2025 S(1) 30,774(5) D $1.22(6) 3,822,421 I See Footnote(7)
Common Stock 11/06/2025 S(1) 34,947(8) D $1.21(9) 3,787,474 I See Footnote(10)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
EVNIN LUKE
C/O MPM BIOIMPACT LLC
399 BOYLSTON STREET, SUITE 1100
BOSTON, MA 02116
X

Signatures

/s/ Luke Evnin 11/06/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Transaction effected pursuant to a plan established pursuant to Rule 10b5-1 dated September 24, 2025.
(2) The shares were sold as follows: 9,645 by MPM Asset Management LLC ("AM LLC"), 60,937 by MPM BioVentures 2014, L.P. ("BV 2014"), 4,064 by MPM BioVentures 2014(B), L.P. (BV 2014(B), 2,098 by MPM Asset Management Investors BV2014 LLC ("AM BV2014") and 13,420 by MPM Oncology Innovations Fund, L.P. ("MPM OIF"). MPM BioVentures 2014 GP LLC and MPM BioVentures 2014 LLC ("BV LLC") are the direct and indirect general partners of BV 2014 and BV 2014(B). BV LLC is the manager of AM BV2014. MPM Oncology Innovations Fund GP LLC ("MPM OIF GP") is the general partner of MPM OIF. Luke Evnin is a member of AM LLC, a Managing Director of BV LLC and a manager of MPM OIF GP. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
(3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.17 to $1.30 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(4) The shares are held as follows: 412,556 by AM LLC, 2,605,487 by BV 2014, 173,782 by BV 2014(B), 89,680 by AM BV2014 and 571,690 by MPM OIF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
(5) The shares were sold as follows: 3,292 by AM LLC, 20,798 by BV 2014, 1,387 by BV 2014(B), 717 by AM BV2014 and 4,580 by MPM OIF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
(6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.19 to $1.25 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(7) The shares are held as follows: 409,264 by AM LLC, 2,584,689 by BV 2014, 172,395 by BV 2014(B), 88,963 by AM BV2014 and 567,110 by MPM OIF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
(8) The shares were sold as follows: 3,738 by AM LLC, 23,619 by BV 2014, 1,575 by BV 2014(B), 814 by AM BV2014 and 5,201 by MPM OIF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
(9) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.185 to $1.27 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(10) The shares are held as follows: 405,526 by AM LLC, 2,561,070 by BV 2014, 170,820 by BV 2014(B), 88,149 by AM BV2014 and 561,909 by MPM OIF. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Werewolf Therapeutics Inc. published this content on November 06, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 07, 2025 at 00:44 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]