L1 Capital Pty Ltd Sells 23,000 AVR Shares in Insider Transaction on Anteris Technologies

Transaction Details and Pricing Information

The transaction executed by L1 Capital Pty Ltd involved the disposition of 23,000 shares of Anteris Technologies common stock on July 24, 2026. The filing indicates that the shares were sold at a price of $8.13 per share, providing a basis for understanding the valuation of AVR stock at the time of the insider transaction. This pricing information is relevant for investors tracking historical share values and insider activity patterns within the company. The sale was conducted through a standard securities disposition, classified as a sale transaction under securities trading codes.

L1 Capital's decision to sell shares at this price point may reflect the firm's assessment of market conditions and portfolio management objectives. The transaction represents a reduction in the direct common stock position held by the reporting person, though the overall beneficial ownership position remains substantial. Investors monitoring insider activity often focus on both the magnitude of share movements and the transaction pricing as indicators of insider sentiment regarding the company's valuation and future prospects.

L1 Capital's Substantial Ownership Position After the Sale

Following the July 24, 2026 share sale, L1 Capital Pty Ltd maintained indirect beneficial ownership of 7,789,000 shares of Anteris Technologies common stock. This substantial position indicates that despite the recent sale, L1 Capital remains a significant shareholder in the medical technology company. The ownership is held indirectly through multiple investment vehicles controlled and managed by L1 Capital, rather than held directly by the entity itself. This structure is common among institutional and sophisticated investors managing diversified portfolios across multiple funds.

Additionally, L1 Capital disclosed ownership of 5,359,470 CHESS Depository Interests following a separate transaction on July 27, 2026. According to the filing, CHESS Depository Interests represent one underlying share of Anteris Technologies' common stock and are exchangeable for shares within a 60-day period. This dual holding structure, encompassing both direct common shares and CHESS Depository Interests, provides L1 Capital with flexibility in managing its stake while maintaining substantial influence as a director and major shareholder of the company.

Fund Structure Behind L1 Capital's Beneficial Ownership

The filing reveals that L1 Capital Pty Ltd's beneficial ownership is distributed across seven distinct investment funds, all controlled and managed by the parent entity. These funds include the L1 Long Short Fund Limited, the L1 Capital Long Short Fund, the L1 Capital Long Short (Master) Fund, L1 Capital Global Long Short (Master) Fund, L1 Capital Global Long Short Fund, L1 Capital Global Long Short (AUD Offshore) Fund, and L1 Global Long Short Fund Limited. This multi-fund structure suggests a diversified approach to investment management, with different funds potentially targeting various investor demographics and geographic regions.

The use of multiple long-short funds indicates that L1 Capital's investment strategy encompasses both long and short positions across various securities and markets. The distribution of Anteris Technologies shares across these funds allows for strategic allocation based on each fund's specific investment mandate and investor base. As a Melbourne-based investment manager maintaining a substantial position in an American NASDAQ-listed company, L1 Capital represents the type of international institutional investor that plays a significant role in US capital markets. The director status of L1 Capital within Anteris Technologies further underscores the strategic nature of this investment relationship.

CHESS Depository Interests and Exchangeability Provisions

L1 Capital's beneficial ownership includes 5,359,470 CHESS Depository Interests acquired through a transaction on July 27, 2026, representing a substantial position in this security class. The filing specifies that each CHESS Depository Interest is exchangeable for one underlying share of Anteris Technologies common stock within a 60-day period. This exchangeability feature provides L1 Capital with operational flexibility, allowing the conversion of depositary interests to common shares should management determine such a conversion is beneficial for its investment strategy or administrative purposes.

CHESS Depository Interests are commonly used in cross-border securities transactions to facilitate trading and settlement between different market infrastructures. The existence of this convertible holding alongside direct common stock ownership suggests that L1 Capital may have acquired portions of its Anteris Technologies stake through different channels or at different times. The 60-day conversion window provides a defined timeframe for making exchange decisions, and the substantial size of the position indicates that such decisions could materially affect L1 Capital's effective ownership structure and voting power within the company.

Director Status and Governance Implications

L1 Capital Pty Ltd's relationship to Anteris Technologies extends beyond that of a passive shareholder, as the entity holds a director position on the company's board. This governance role carries additional responsibilities and oversight obligations under securities law, particularly regarding the timing and disclosure of insider transactions. The director designation indicates that L1 Capital has direct influence over strategic decisions, financial policies, and corporate governance matters at Anteris Technologies. The timing and scale of the insider transactions disclosed in this filing may be subjects of interest to shareholders seeking to understand management's confidence in the company's direction and valuation.

Directors and insiders typically face heightened scrutiny when executing securities transactions, both from regulatory perspectives and from investor communities seeking to interpret insider actions as signals about company prospects. The filing indicates that L1 Capital does not admit it is obligated to file ownership reports under the Securities Exchange Act of 1934, as it claims exemption under Rule 16a-2. This exemption language suggests potential questions about L1 Capital's regulatory classification, though the entity nonetheless filed the disclosure, ensuring transparency regarding the beneficial ownership changes that occurred during the reported period.

Exemption Claims and Regulatory Compliance Framework

The filing contains a statement indicating that L1 Capital Pty Ltd does not admit that it is obligated to file ownership reports under the Securities Exchange Act of 1934, claiming exemption under Rule 16a-2. This language is significant as it indicates potential dispute or uncertainty regarding the exact regulatory obligations applicable to the reporting person. Despite this exemption claim, L1 Capital proceeded to file the Form 4 disclosure, demonstrating a cautious approach to compliance by providing transparent documentation of the insider transactions that occurred.

Rule 16a-2 typically addresses situations where reporting persons may be exempt from filing obligations based on their specific circumstances or status. The simultaneous assertion of exemption while filing comprehensive transaction disclosure is not uncommon when reporting persons or their legal counsel determine that providing disclosure exceeds minimum requirements but serves investor protection and market transparency objectives. This approach allows the company and reporting person to avoid potential regulatory disputes while ensuring that significant beneficial ownership changes are immediately visible to the investing public and regulatory authorities.

Transaction Timing and Market Context

The two insider transactions disclosed in this filing occurred on consecutive business days, with the common stock sale on July 24, 2026, followed by the CHESS Depository Interest sale on July 27, 2026. The proximity of these transactions suggests that they may be related to a coordinated portfolio rebalancing or asset allocation adjustment by L1 Capital across its various holdings and fund vehicles. The aggregate effect of both transactions represents a meaningful reduction in L1 Capital's direct or directly convertible securities holdings, though the entity's overall beneficial ownership position remains substantial and continues to reflect a major shareholder status.

The transaction prices provide objective markers for the company's valuation at the time of the insider activity. The common stock sale at $8.13 per share and the CHESS Depository Interest sale at $8.15 per share indicate pricing consistency across the two security classes, with the depository interest commanding a marginally higher price. This price differential reflects normal market variations and potentially different liquidity conditions for the two security types. Investors tracking insider transactions often examine the pricing at which insiders buy or sell shares, using this information as a data point among many others in forming investment perspectives.

Reporting Timeline and Filing Information

The disclosure documents were filed with the Securities and Exchange Commission on July 28, 2026, four days after the first reported transaction on July 24, 2026. This filing timeline demonstrates compliance with SEC requirements governing the timely disclosure of insider transactions. The filing was executed on behalf of L1 Capital Pty Ltd by Joel Arber, identified as a director, indicating that the company maintains clear authorization procedures for regulatory filings and insider disclosures. The signature line and date verification provide the necessary attestation that the document was prepared in accordance with applicable federal securities laws.

The Form 4 filing structure required L1 Capital to separately disclose the common stock transaction in Table I and the CHESS Depository Interest transaction in Table II, reflecting different securities categories. This segregation allows investors and analysts to distinguish between the company's traditional common stock trading activity and transactions involving alternative security instruments. The comprehensive disclosure includes specific information about conversion features, underlying securities, and the nature of beneficial ownership, providing regulatory authorities and the investing public with detailed transparency regarding the insider's stake in the company.

International Investor Footprint in US Capital Markets

L1 Capital Pty Ltd's presence as a director and major shareholder of a NASDAQ-listed company illustrates the significant role international investors play in American capital markets. Based in Melbourne, Victoria, Australia, the entity manages a portfolio that includes substantial holdings in US-listed medical technology companies, demonstrating the global nature of capital deployment and investment management. The use of multiple long-short investment funds suggests sophisticated portfolio construction aimed at managing risk across different markets and investor bases, with Anteris Technologies representing one component of a broader investment strategy.

This international ownership structure raises considerations for Anteris Technologies regarding the source and nature of its shareholder base. International institutional investors often bring different perspectives on corporate strategy, governance standards, and capital allocation than domestically focused investors. L1 Capital's director role on Anteris Technologies' board indicates that the firm has earned sufficient credibility and confidence to secure governance representation, a distinction typically granted to long-term, strategically committed investors rather than short-term traders or opportunistic market participants.