L1 Capital Pty Ltd Increases Stake in Anteris Technologies With 5 Million Share Purchase

L1 Capital's Expanded Position in Anteris Technologies

L1 Capital Pty Ltd disclosed a substantial common stock purchase in Anteris Technologies, filing an amended Form 4 on July 28, 2026, to correct its initial ownership reporting. According to the disclosure, L1 Capital acquired 5 million shares of common stock on January 22, 2026, at a price of $5.75 per share through a private placement or secondary market transaction. Following this acquisition, the reporting person's total beneficial ownership of Anteris common stock reached 7.812 million shares held indirectly through multiple investment vehicles.

The amended filing indicates that the original disclosure, submitted on February 9, 2026, contained an incomplete representation of L1 Capital's total holdings. The amendment corrected the accounting of shares held across the firm's portfolio of funds to provide investors with an accurate picture of the director's ownership stake. This type of correction is not uncommon when investment managers consolidate reporting across multiple fund structures with shared ownership and control.

Indirect Ownership Structure Through Multiple Investment Funds

L1 Capital's interest in Anteris Technologies is held indirectly through seven controlled and managed funds, according to the footnotes in the amended filing. These funds include the L1 Long Short Fund Limited, the L1 Capital Long Short Fund, the L1 Capital Long Short (Master) Fund, the L1 Capital Global Champions Fund, the L1 Capital Global Long Short (Master) Fund, the L1 Capital Global Long Short Fund, and the L1 Global Long Short Fund Limited. This multi-fund structure is typical for asset managers seeking to diversify client exposure while maintaining coordinated investment positions.

The use of multiple fund vehicles allows L1 Capital to accommodate different investor mandates and risk profiles while building a meaningful stake in AVR. Investors in these funds have exposure to Anteris Technologies through their respective fund investments, and the disclosure requirement under Section 16(a) of the Securities Exchange Act ensures transparency regarding L1 Capital's director status and beneficial ownership of the company.

CHESS Depository Interests as Alternative Security Holding

In addition to its common stock holdings, L1 Capital beneficially owns 1,333,334 CHESS Depository Interests (CDIs) in Anteris Technologies, according to the derivative securities table in the amended filing. The CDIs were acquired on October 28, 2025, and each CDI represents one underlying share of Anteris common stock. The disclosure indicates that these CDIs are exchangeable for common shares within 60 days, providing L1 Capital with flexibility in managing its position.

The inclusion of CDI holdings in the beneficial ownership calculation is significant for investors seeking to understand the true economic interest and voting power of insiders and substantial shareholders. CDIs are commonly used in international securities trading and allow investment managers to maintain exposure to equities while managing settlement and custody arrangements across different market infrastructure. The conversion price for the underlying common shares was listed at $4.935 per CDI.

Timeline of Disclosure and Amendment Process

The initial Form 4 was filed on February 9, 2026, reporting the same transaction date of January 22, 2026, for the 5 million share purchase. The amended filing, submitted on July 28, 2026, revised certain holdings data to reflect the complete beneficial ownership picture across all L1 Capital-managed funds. The filing history shows a lag of approximately five months between the original disclosure and the amendment, which the company attributed to the need to consolidate data across multiple fund vehicles controlled by L1 Capital Pty Ltd.

Such amendments are a normal part of beneficial ownership reporting, particularly when investment managers must aggregate holdings across complex structures. The Securities and Exchange Commission permits amended filings to correct inadvertent errors or omissions, and L1 Capital's action to file the corrected Form 4/A ensures that subsequent filings and public disclosure records reflect accurate information about insider shareholdings in Anteris Technologies.

L1 Capital's Director Status and Reporting Obligations

The filing identifies L1 Capital Pty Ltd as a director of Anteris Technologies Global Corp., triggering beneficial ownership reporting requirements under Section 16(a) of the Securities Exchange Act of 1934. However, the disclosure notes that L1 Capital does not admit any obligation to file ownership reports under the Exchange Act since it believes it qualifies for an exemption under Rule 16a-2. This exemption typically applies to certain institutional investors and may depend on the specific facts and circumstances of L1 Capital's relationship with the company.

Despite the potential exemption claim, L1 Capital elected to file the beneficial ownership statement, which is a common practice among investment managers seeking to maintain transparency and clarity with public market participants. The voluntary disclosure of material shareholdings by company directors and significant investors provides investors with information relevant to assessing potential conflicts of interest, governance considerations, and the level of insider confidence in the company's prospects.

Share Acquisition and Valuation Context

The January 22, 2026, acquisition price of $5.75 per share for the 5 million common shares represents the value at which L1 Capital executed its investment decision in Anteris Technologies on that specific date. The total transaction value was $28.75 million based on the disclosed purchase price and share quantity. This price point provides one data point for investors analyzing Anteris' historical stock valuations and the pricing at which significant institutional investors were willing to accumulate positions.

L1 Capital's decision to acquire 5 million shares at $5.75 per share, combined with its existing holdings and CHESS Depository Interest positions, suggests the investment manager's confidence in Anteris Technologies' business prospects and valuation at that time. The cumulative beneficial ownership of approximately 9.1 million shares (when including the CDI equivalents) represents a meaningful stake in the publicly traded company and indicates L1 Capital's sustained interest in the Anteris portfolio company.

Investment Management Implications for Anteris Shareholders

L1 Capital's substantial ownership position in Anteris Technologies carries implications for other shareholders and potential investors in the company. As a director with significant beneficial ownership across multiple fund vehicles, L1 Capital's interests may be aligned with long-term shareholder value creation, though the firm's various funds may have different investment horizons and return objectives. Investors should consider how L1 Capital's director status and major shareholder position might influence board-level decision-making and corporate strategy.

The disclosure of L1 Capital's holdings and the beneficial ownership structure allows public investors to assess potential concentration of influence and to understand the composition of Anteris Technologies' shareholder base. Major institutional investors on the board of a NASDAQ-listed company often play active roles in governance matters, capital allocation decisions, and strategic direction, making transparency regarding their stakes and relationships important for market participants.

Regulatory Considerations and Insider Trading Rules

Although L1 Capital has claimed an exemption from ongoing Form 4 filing obligations under Rule 16a-2, the company's decision to file the amended Form 4 demonstrates compliance with Securities and Exchange Commission requirements regarding the disclosure of beneficial ownership by company directors. The disclaimer in the filing stating that L1 Capital does not admit any obligation to file represents a common approach in securities law where reporting persons assert legal positions while fulfilling transparency obligations in practice.

Investors monitoring insider trading activity and beneficial ownership changes should note that L1 Capital's purchases and holdings are subject to the same insider trading restrictions and disclosure requirements as other company insiders, notwithstanding the exemption claim. The filing provides a clear record of acquisition timing, price, and quantity, which can be relevant for investors evaluating insider sentiment and positioning in the company's equity securities.

Market Transparency and Investor Confidence

The amended Form 4 filing contributes to overall market transparency by providing accurate, consolidated information about beneficial ownership of Anteris Technologies common stock. Investors relying on regulatory filings to understand company insider positions and potential conflicts of interest benefit from corrections and amendments that ensure data accuracy. L1 Capital's willingness to amend its initial filing demonstrates a commitment to maintaining clear disclosure records, even when facing potential exemption arguments.

For Anteris Technologies shareholders and prospective investors, the visibility into L1 Capital's substantial stake provides context for understanding the company's shareholder composition and potential board-level dynamics. The disclosure of indirect ownership through multiple controlled funds also illustrates how institutional investors often structure holdings to manage different client mandates and investment strategies while maintaining consolidated influence over portfolio companies.