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    Amendment: SEC Form SCHEDULE 13D/A filed by Solid Biosciences Inc.

    3/11/26 4:00:06 PM ET
    $SLDB
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $SLDB alert in real time by email



    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    SCHEDULE 13D

    Under the Securities Exchange Act of 1934

    (Amendment No. 9)


    Solid Biosciences Inc.

    (Name of Issuer)


    Common Stock, $0.001 par value per share

    (Title of Class of Securities)




    Perceptive Advisors LLC
    Alexander Rakitin, 51 Astor Place,, 10th Floor
    New York, NY, 10003
    646-205-5345

    (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
    03/09/2026

    (Date of Event Which Requires Filing of This Statement)


    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






    SCHEDULE 13D

    CUSIP Number(s):


    1 Name of reporting person

    Perceptive Advisors LLC
    2Check the appropriate box if a member of a Group (See Instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3SEC use only
    4 Source of funds (See Instructions)

    AF
    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

    Checkbox checked
    6Citizenship or place of organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    7Sole Voting Power

    0.00
    8Shared Voting Power

    11,969,079.00
    9Sole Dispositive Power

    0.00
    10Shared Dispositive Power

    11,969,079.00
    11Aggregate amount beneficially owned by each reporting person

    11,969,079.00
    12Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

    Checkbox not checked
    13Percent of class represented by amount in Row (11)

    12.9 %
    14Type of Reporting Person (See Instructions)

    IA



    SCHEDULE 13D

    CUSIP Number(s):


    1 Name of reporting person

    Joseph Edelman
    2Check the appropriate box if a member of a Group (See Instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3SEC use only
    4 Source of funds (See Instructions)

    AF
    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

    Checkbox checked
    6Citizenship or place of organization

    UNITED STATES
    Number of Shares Beneficially Owned by Each Reporting Person With:
    7Sole Voting Power

    0.00
    8Shared Voting Power

    11,969,079.00
    9Sole Dispositive Power

    0.00
    10Shared Dispositive Power

    11,969,079.00
    11Aggregate amount beneficially owned by each reporting person

    11,969,079.00
    12Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

    Checkbox not checked
    13Percent of class represented by amount in Row (11)

    12.9 %
    14Type of Reporting Person (See Instructions)

    IN



    SCHEDULE 13D

    CUSIP Number(s):


    1 Name of reporting person

    Perceptive Life Sciences Master Fund, Ltd.
    2Check the appropriate box if a member of a Group (See Instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3SEC use only
    4 Source of funds (See Instructions)

    WC
    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

    Checkbox checked
    6Citizenship or place of organization

    CAYMAN ISLANDS
    Number of Shares Beneficially Owned by Each Reporting Person With:
    7Sole Voting Power

    0.00
    8Shared Voting Power

    11,895,972.00
    9Sole Dispositive Power

    0.00
    10Shared Dispositive Power

    11,895,972.00
    11Aggregate amount beneficially owned by each reporting person

    11,895,972.00
    12Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

    Checkbox not checked
    13Percent of class represented by amount in Row (11)

    12.8 %
    14Type of Reporting Person (See Instructions)

    CO



    SCHEDULE 13D

    CUSIP Number(s):


    1 Name of reporting person

    Perceptive Xontogeny Venture Fund, LP
    2Check the appropriate box if a member of a Group (See Instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3SEC use only
    4 Source of funds (See Instructions)

    WC
    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

    Checkbox checked
    6Citizenship or place of organization

    DELAWARE
    Number of Shares Beneficially Owned by Each Reporting Person With:
    7Sole Voting Power

    0.00
    8Shared Voting Power

    73,107.00
    9Sole Dispositive Power

    0.00
    10Shared Dispositive Power

    73,107.00
    11Aggregate amount beneficially owned by each reporting person

    73,107.00
    12Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

    Checkbox not checked
    13Percent of class represented by amount in Row (11)

    0.1 %
    14Type of Reporting Person (See Instructions)

    CO



    SCHEDULE 13D

    Item 1.Security and Issuer
    (a)Title of Class of Securities:

    Common Stock, $0.001 par value per share
    (b)Name of Issuer:

    Solid Biosciences Inc.
    (c)Address of Issuer's Principal Executive Offices:

    500 Rutherford Avenue, Third Floor, Charlestown, MASSACHUSETTS , 02129.
    Item 3.Source and Amount of Funds or Other Consideration
     
    The shares of Common Stock set forth below in Item 5(c) of this Amendment No. 9 to Schedule 13D were acquired with working capital of the Master Fund.
    Item 4.Purpose of Transaction
     
    The information set forth in Item 6 below in this Amendment No. 9 to Schedule 13D is incorporated by reference.
    Item 5.Interest in Securities of the Issuer
    (a)
    The information set forth in rows 11 and 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentages set forth in rows 13 are based on an aggregate of 92,883,496 shares of Common Stock outstanding, consisting of (i) 77,910,239 shares of Common Stock outstanding as of October 29, 2025, as disclosed by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on November 3, 2025, and (ii) 14,973,257 shares of Common Stock issued in the Issuer's private placement on March 9, 2026, as reported by the Issuer in its Current Report on Form 8-K filed with the SEC on March 6, 2026.
    (b)
    The information set forth in rows 7 through 10 of the cover pages to this Schedule 13D is incorporated by reference. Adam Stone, the Chief Investment Officer of the Advisor, holds stock options for a total of 139,933 shares of Common Stock, of which 62,433 are currently exercisable, or exercisable within 60 days. The Master Fund has the right to receive the director compensation provided in respect of Mr. Stone's board service through a partial management fee offset.
    (c)
    On March 9, 2026, pursuant to a private placement conducted by the Issuer (the "Private Placement"), the Master Fund acquired 8,912,655 pre-funded warrants to purchase shares of the Issuer's Common Stock (the "Pre-Funded Warrants"), at a price of $5.609 per Pre-Funded Warrant, for an aggregate purchase price of $49.9 million. The terms of the Pre-Funded Warrants provide that the Pre-Funded Warrants may not be exercised if, after giving effect to such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 9.99% of the shares of Common Stock then issued and outstanding. As a result of the beneficial ownership limitation described above, the Reporting Persons are currently unable to exercise any of the Pre-Funded Warrants.
    Item 6.Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
     
    Securities Purchase Agreement On March 6, 2026, the Master Fund and certain other institutional investors entered into a securities purchase agreement (the "Securities Purchase Agreement") with the Issuer, pursuant to which the Master Fund acquired 8,912,655 pre-funded warrants to purchase shares of Common Stock at a price of $5.609 per pre-funded warrant. The Private Placement closed on March 9, 2026. Registration Rights Agreement Also on March 6, 2026, the Master Fund entered into a registration rights agreement (the "Registration Rights Agreement") with the Issuer, pursuant to which the Issuer agreed to register for resale the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants acquired by the Master Fund pursuant to the Securities Purchase Agreement. The foregoing descriptions of the Securities Purchase Agreement, the Registration Rights Agreement and the Pre-Funded Warrant are qualified in their entirety by reference to the full text of the forms of Securities Purchase Agreement, the Registration Rights Agreement and the Pre-Funded Warrant, copies of which are filed as Exhibits 14, 15, and 16 hereto.
    Item 7.Material to be Filed as Exhibits.
     
    Exhibit 14 Form of Securities Purchase Agreement, dated March 6, 2026 (incorporated by reference from Exhibit 10.1 to the Issuer's Current Report on Form 8-K filed with the SEC on March 6, 2026) Exhibit 15 Form of Registration Rights Agreement, dated March 6, 2026 (incorporated by reference from Exhibit 10.2 to the Issuer's Current Report on Form 8-K filed with the SEC on March 6, 2026) Exhibit 16 Form of Pre-Funded Warrant (incorporated by reference from Exhibit 4.1 to the Issuer's Current Report on Form 8-K filed with the SEC on March 6, 2026)

        SIGNATURE 
     
    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     
    Perceptive Advisors LLC
     
    Signature:/s/ Joseph Edelman
    Name/Title:Joseph Edelman, Managing Member
    Date:03/11/2026
     
    Joseph Edelman
     
    Signature:/s/ Joseph Edelman
    Name/Title:Joseph Edelman
    Date:03/11/2026
     
    Perceptive Life Sciences Master Fund, Ltd.
     
    Signature:/s/ Joseph Edelman
    Name/Title:Joseph Edelman, Managing Member
    Date:03/11/2026
     
    Perceptive Xontogeny Venture Fund, LP
     
    Signature:/s/ Joseph Edelman
    Name/Title:Joseph Edelman, Managing Member
    Date:03/11/2026
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