Fairmount Funds Management LLC, Fairmount Healthcare Fund II L.P., Tomas Kiselak, and Peter Evan Harwin filed a joint Form 3 initial beneficial ownership statement with the SEC on November 12, 2026, reporting holdings in InMed Pharmaceuticals Inc. (NASDAQ:MTRI) arising from a merger effective November 6, 2026.

Key Highlights

  • Event date: The date of event requiring the statement was November 6, 2026, the effective time of a two-step merger involving Mentari Therapeutics, Inc. and InMed Pharmaceuticals Inc.
  • Common stock held: Fairmount Healthcare Fund II L.P. indirectly holds 10,555,507 shares of the issuer's common stock, received in the merger.
  • Preferred stock held: 4,013 shares of the issuer's Series A Non-Voting Convertible Preferred Stock, convertible into 4,013,000 shares of common stock at an initial ratio of 1,000 common shares per preferred share, are held indirectly through Fairmount Healthcare Fund II L.P.
  • Pre-funded warrants held: 1,468,222 pre-funded warrants to purchase common stock, with an exercise price of $0.0001 per share, are held indirectly through Fairmount Healthcare Fund II L.P.
  • Exchange ratios: Each share of Pre-Merger Mentari common stock and Series A Preferred Stock was exchanged for 0.20065 shares of the issuer's common stock; each Mentari Pre-Funded Warrant was exchanged for 0.20065 issuer pre-funded warrants.
  • Beneficial ownership cap: The reporting person has designated a 19.99% beneficial ownership limitation applicable to both the preferred stock conversion and the exercise of pre-funded warrants.
  • Reporting persons: All four reporting persons - Fairmount Funds Management LLC, Fairmount Healthcare Fund II L.P., Tomas Kiselak, and Peter Evan Harwin - are identified as 10% owners and directors of the issuer.

Merger-Driven Ownership Disclosed by Fairmount at InMed Pharmaceuticals

According to the filing, the event triggering this initial statement was a two-step merger completed on November 6, 2026. In the first step, Indigo Merger Sub Corp., a wholly owned subsidiary of the issuer (formerly known as InMed Pharmaceuticals Inc., now Mentari Therapeutics, Inc., a Nevada corporation), merged with and into Pre-Merger Mentari Therapeutics, Inc., a Delaware corporation, with Pre-Merger Mentari continuing as the surviving corporation. Immediately thereafter, Pre-Merger Mentari merged with and into Indigo Merger Sub II, LLC, a second wholly owned subsidiary of the issuer, which survived under the name Mentari Therapeutics Operating Company LLC.

The filing discloses that Fairmount Healthcare Fund II L.P. indirectly holds 10,555,507 shares of common stock, representing shares received in the merger in exchange for Pre-Merger Mentari common stock and Series A Preferred Stock, converted at a rate of 0.20065 shares of the issuer's common stock per share held. Additionally, the fund indirectly holds 4,013 shares of the issuer's Series A Non-Voting Convertible Preferred Stock, received in exchange for Mentari Series Seed Preferred Stock at a rate of 0.00020065 shares of issuer preferred stock per share held, which are convertible into 4,013,000 shares of common stock subject to a 19.99% beneficial ownership limitation the reporting person has designated.

The filing further reports 1,468,222 pre-funded warrants exercisable at $0.0001 per share, also received in the merger in exchange for Mentari Pre-Funded Warrants at the same 0.20065 exchange ratio, and similarly subject to a 19.99% beneficial ownership cap. Fairmount Funds Management LLC serves as investment manager for Fairmount Healthcare Fund II L.P. Peter Harwin and Tomas Kiselak are identified as the managers of Fairmount. The filing states that Fairmount, Mr. Harwin, and Mr. Kiselak "disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein."

What Was Disclosed

Four reporting persons filed a joint Form 3 on November 12, 2026, disclosing initial beneficial ownership of common stock, Series A Non-Voting Convertible Preferred Stock, and pre-funded warrants in InMed Pharmaceuticals Inc. (NASDAQ:MTRI), all received through a merger effective November 6, 2026.