X0202
SCHEDULE 13G/A
0000919574-26-000951
0001569064
XXXXXXXX
LIVE
3
Class A Ordinary Shares, par value $0.0001 per share
03/31/2026
0001855644
Zura Bio Limited
G9TY5A101
1489 W. Warm Springs Rd. #110
Henderson
NV
89014
Rule 13d-1(c)
Suvretta Capital Management, LLC
b
DE
0.00
9524263.00
0.00
9524263.00
9524263.00
N
9.9
IA
OO
Averill Master Fund, Ltd.
b
E9
0.00
8372230.00
0.00
8372230.00
8372230.00
N
8.8
CO
Aaron Cowen
b
X1
0.00
9524263.00
0.00
9524263.00
9524263.00
N
9.9
HC
IN
Zura Bio Limited
1489 W. Warm Springs Rd. #110 Henderson, Nevada 89014
Suvretta Capital Management, LLC - Delaware
Averill Master Fund, Ltd. - Cayman Islands
Aaron Cowen - United States
Suvretta Capital Management, LLC:
540 Madison Avenue, 7th Floor
New York, New York 10022
United States of America
Averill Master Fund, Ltd.:
c/o Maples Corporate Services Limited
P.O. Box 309
Ugland House
Grand Cayman KY1-1104
Cayman Islands
Aaron Cowen:
c/o Suvretta Capital Management, LLC
540 Madison Avenue, 7th Floor
New York, New York 10022
Y
Items 6 through 9 and 11 of each of the cover pages to this Schedule 13G are incorporated herein by reference. Set forth below is the aggregate number of shares of Class A Ordinary Shares directly held by Averill Master Fund, Ltd. (the "Fund"), which may be deemed to be indirectly beneficially owned by Suvretta Capital Management, LLC and Aaron Cowen, as well as Class A Ordinary Shares that may be acquired upon the exercise of pre-funded warrants with no expiration date with an exercise price of $0.0001 per share of Class A Ordinary Shares ("Pre-Funded Warrants"), subject to the limitations on exercise described below.
The Pre-Funded Warrants are only exercisable to the extent that after giving effect to such exercise the holders thereof, their affiliates and any persons who are members of a Section 13(d) group with the holders or their affiliates would beneficially own in the aggregate, for purposes of Rule 13d-3 under the Exchange Act, no more than 9.99% of the outstanding Class A Ordinary Shares (the "Maximum Percentage"). By written notice to the Issuer, the Fund may from time to time increase or decrease the Maximum Percentage applicable to it to any other percentage not in excess of 19.99%, provided that any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Issuer. As a result of this restriction, the Pre-Funded Warrants are not all presently exercisable and the number of shares of Class A Ordinary Shares that may be issued upon exercise of the Pre-Funded Warrants by the above holders may change depending upon changes in the outstanding Class A Ordinary Shares.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. For computations regarding securities which represent a right to acquire an underlying security see ss. 240.13d-3(d)(1).
Suvretta Capital Management, LLC - 9,524,263
Averill Master Fund, Ltd. - 8,372,230
Aaron Cowen - 9,524,263
Suvretta Capital Management, LLC - 9.9%
Averill Master Fund, Ltd. - 8.8%
Aaron Cowen - 9.9%
Suvretta Capital Management, LLC - 0
Averill Master Fund, Ltd. - 0
Aaron Cowen - 0
Suvretta Capital Management, LLC - 9,524,263
Averill Master Fund, Ltd. - 8,372,230
Aaron Cowen - 9,524,263
Suvretta Capital Management, LLC - 0
Averill Master Fund, Ltd. - 0
Aaron Cowen - 0
Suvretta Capital Management, LLC - 9,524,263
Averill Master Fund, Ltd. - 8,372,230
Aaron Cowen - 9,524,263
Y
N
All of the securities reported in this Schedule 13G Amendment No. 3 are directly owned by advisory clients of Suvretta Capital Management, LLC. None of those advisory clients, other than Averill Master Fund, Ltd., may be deemed to beneficially own more than 5% of the Class A Ordinary Shares, par value $0.0001 per share.
N
See Exhibit B attached hereto.
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.
Exhibit A - Joint Filing Agreement
Exhibit B - Control Person Identification
Suvretta Capital Management, LLC
/s/ Andrew Nathanson
Andrew Nathanson, General Counsel and Chief Compliance Officer
05/12/2026
Averill Master Fund, Ltd.
/s/ Andrew Nathanson
Andrew Nathanson, Authorized Signatory
05/12/2026
Aaron Cowen
/s/ Aaron Cowen
Aaron Cowen
05/12/2026
* Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.