Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
HEARTFLOW, INC. (Name of Issuer) |
Class A Common Stock, $0.001 par value (Title of Class of Securities) |
42238D107 (CUSIP Number) |
09/30/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
|
| Rule 13d-1(c)
|
 Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Management Holdings Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
5,283,264.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
6.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 3,635,597 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 1,647,667 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 1,646,317 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Heartflow UK Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,635,597.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
4.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Tourmaline LuxCo S.a.r.l. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
LUXEMBOURG
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,647,667.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent 1,647,667 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 1,646,317 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Healthcare Opportunities Fund GP S.a.r.l. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
LUXEMBOURG
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,267,181.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 1,061,221 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 205,960 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 205,791 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Healthcare Opportunities Invest LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,267,181.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.5 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 1,061,221 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 205,960 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 205,791 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin SOF III GP S.a.r.l. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
LUXEMBOURG
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,174,580.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 549,941 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 624,639 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 624,127 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Special Opportunities Fund III SCSp | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
LUXEMBOURG
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,174,580.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 549,941 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 624,639 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 624,127 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Hostplus GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
123,243.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 56,691 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 66,552 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 66,498 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Hostplus LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
123,243.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 56,691 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 66,552 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 66,498 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Chief GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
236,807.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person:
Row 6, Row 8 and Row 9 represent (1) 164,624 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 72,183 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 72,125 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Chief LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
236,807.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 164,624 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 72,183 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 72,125 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
SunHay GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
217,086.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 92,297 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 124,789 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 124,687 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
SunHay LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
217,086.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 92,297 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 124,789 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 124,687 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Big Cypress GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
246,672.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 171,481 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 75,191 shares of Class A Common Stock subj
ect to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 75,129 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Big Cypress LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
246,672.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 171,481 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 75,191 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 75,129 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Hamilton GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
97,498.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Hamilton LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
97,498.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Opal 2020 GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
968,606.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 401,112 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 166,382 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 166,245 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Opal 2020 (A) LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
241,179.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.3 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 174,627 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 66,552 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 66,498 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Opal 2020 (B) LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
326,315.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent (1) 226,485 shares of Class A Common Stock indirectly held on behalf of the Reporting Person and (2) 99,830 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 99,747 shares of Class A Common Stock The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin SOF II GP Limited | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
311,971.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent 311,971 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 311,715 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Special Opportunities Fund II LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
311,971.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: Row 6, Row 8 and Row 9 represent 311,971 shares of Class A Common Stock subject to warrants indirectly held on behalf of the Reporting Person. Subsequent to September 30, 2025, on October 27, 2025, such warrants were exercised on a net-exercise basis, resulting in the issuance of 311,715 shares of Class A Common Stock. The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin SOF III AIV GP S.a.r.l. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
LUXEMBOURG
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,040,732.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
1.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin AUS AIV LP - Hostplus Series | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
100,209.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin Special Opportunities Fund III AIV LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
798,665.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| CUSIP No. | 42238D107 |
| 1 | Names of Reporting Persons
Hayfin AUS AIV LP - AUS SOF III Series | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
141,858.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
Comment for Type of Reporting Person: The percentage ownership reported in Row 11 was calculated based upon an aggregate of 85,158,719 shares of Class A Common Stock outstanding as of October 31, 2025 as reported in Heartflow, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 filed with the Securities and Exchange Commission on November 12, 2025.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
HEARTFLOW, INC. | |
| (b) | Address of issuer's principal executive offices:
331 E. Evelyn Avenue Mountain View, California 94041 | |
| Item 2. | ||
| (a) | Name of person filing:
Hayfin Management Holdings Limited Hayfin Heartflow UK Limited Hayfin Tourmaline LuxCo S.a.r.l. Hayfin Healthcare Opportunities Fund GP S.a.r.l. Hayfin Healthcare Opportunities Invest LP Hayfin SOF III GP S.a.r.l. Hayfin Special Opportunities Fund III ScSp Hayfin Hostplus GP Limited Hayfin Hostplus LP Hayfin Chief GP Limited Hayfin Chief LP SunHay GP Limited SunHay LP Hayfin Big Cypress GP Limited Hayfin Big Cypress LP Hayfin Hamilton GP Limited Hayfin Hamilton LP Hayfin Opal 2020 GP Limited Hayfin Opal (A) LP Hayfin Opal (B) LP Hayfin SOF II GP Limited Hayfin SOF II GP LP Hayfin Special Opportunities Fund II LP Hayfin SOF III AIV GP S.a.r.l. Hayfin AUS AIV LP - Hostplus Series Hayfin Special Opportunities Fund III AIV LP Hayfin AUS AIV LP AUS SOF III Series | |
| (b) | Address or principal business office or, if none, residence:
The principal business office of Hayfin Management Holdings Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Heartflow UK Limited and each of its executive officers is: 65 Davies Street London W1K 5JL England The principal business office of Hayfin Tourmaline LuxCo S.a.r.l. and each of its executive officers is: 15 Boulevard F.W. Raffeisen L-2411 Luxembourg The principal business office of Hayfin Healthcare Opportunities Fund GP S.a.r.l. and each of its executive officers is: 15 Boulevard F.W. Raffeisen L-2411 Luxembourg The principal business office of Hayfin Healthcare Opportunities Invest LP and each of its executive officers is: c/o The Corporation Trust Company Corporation Trust Center 1209 Orange Street Wilmington, Delaware 19801 The principal business office of Hayfin SOF III GP S.a.r.l. and each of its executive officers is: 15 Boulevard F.W. Raffeisen L-2411 Luxembourg The principal business office of Hayfin Special Opportunities Fund III ScSp and each of its executive officers is: 15 Boulevard F.W. Raffeisen L-2411 Luxembourg The principal business office of Hayfin Hostplus GP Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Host
plus LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Chief GP Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Chief LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of SunHay GP Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of SunHay LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Big Cypress GP Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Big Cypress LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Hamilton GP Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Hamilton LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Opal 2020 GP Limited and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Opal 2020 (A) LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin Opal 2020 (B) LP and each of its executive officers is: One Nexus Way Camana Bay George Town, Grand Cayman KY1-9005 Cayman Islands The principal business office of Hayfin SOF II GP Limited and each of its executive officers is: Walkers Corporate Limited 190 Elgin Avenue George Town, Grand Cayman KY1-9008 Cayman Islands The principal business office of Hayfin Special Opportunities Fund II LP and each of its executive officers is: Walkers Corporate Limited 190 Elgin Avenue George Town, Grand Cayman KY1-9008 Cayman Islands The principal business office of Hayfin SOF III AIV GP S.a.r.l. and each of its executive officers is: 15 Boulevard F.W. Raiffeisen L-2411 Luxembourg The principal business office of Hayfin AUS AIV LP - Hostplus Series, and each of its executive officers is: c/o The Corporation Trust Company Corporation Trust Center 1209 Orange Street New Castle County Wilmington, Delaware 19801 The principal business office of Hayfin Special Opportunities Fund III AIV LP and each of its executive officers is: c/o The Corporation Trust Company Corporation Trust Center 1209 Orange Street New Castle County Wilmington, Delaware 19801 The principal business office of Hayfin AUS AIV LP - AUS SOF III Series, and each of its executive officers is: c/o The Corporation Trust Company Corporation Trust Center 1209 Orange Street New Castle County Wilmington, Delaware 19801 | |
| (c) | Citizenship:
Hayfin Management Holdings Limited is a Cayman Islands exempted company. Hayfin Heartflow UK Limited is a limited company incorporated in England and Wales. Hayfin Tourmaline LuxCo S.a.r.l.is a limited liability company incorporated in Luxembourg. Hayfin Healthcare Opportunities Fund GP S.a.r.l. is a limited liability company incorporated in Luxembourg. Hayfin Healthcare Opportunities Invest LP is a Delaware limited partnership. Hayfin SOF III GP S.a.r.l. is a limited liability company incorporated in Luxembourg. Hayfin Special Opportunities Fund III ScSp is a special limited partnership organized in Luxembourg. Hayfin Hostplus GP Limited is a limited company incorporated in England and Wales. Hayfin Hostplus LP is a limited partnership organized in England and Wales. Hayfin Chief GP Limited is a Cayman Islands exempted company. Hayfin Chief LP a Cayman Islands limited partnership. SunHay GP Limited is a Cayman Islands exempted company. SunHay LP is a limited partnership organized in England and Wales. Hayfin Big Cypress GP Limited is a Cayman Islands exempted company. Hayfin Big Cypress LP is a Cayman Islands limited partnership. Hayfin Hamilton GP Limited is a Cayman Islands exempted company. Hayfin Hamilton LP is a limited partnership organized in England and Wales. Hayfin Opal 2020 GP Limited is a Cayman Islands exempted company. Hayfin Opal (A) LP is a limited partnership organized in England and Wales. Hayfin Opal (B) LP is a limited partnership organized in England and Wales. Hayfin SOF II GP Limited is a Cayman Islands exempted company. Hayfin Special Opportunities Fund II LP is a Cayman Islands limited partnership. Hayfin SOF III AIV GP S.a.r.l. is a limited liability company incorporated in Luxembourg. Hayfin AUS AIV LP - Hostplus Series, is a Delaware limited partnership. Hayfin Special Opportunities Fund III AIV LP is a Delaware limited liability company. Hayfin AUS AIV LP - AUS SOF III Series, is a Delaware limited liability company. | |
| (d) | Title of class of securities:
Class A Common Stock, $0.001 par value | |
| (e) | CUSIP No.:
42238D107 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
(a) The reporting persons own an aggregate of 5,283,264 shares of Class A Common Stock of Heartflow, Inc. Direct ownership of such shares by the reporting persons is as follows: Hayfin Management Holdings Limited: 0 Hayfin Heartflow UK Limited: 3,635,597 Hayfin Tourmaline LuxCo S.a.r.l.: 1,647,667 (subject to warrants held by the Reporting Person) Hayfin Healthcare Opportunities Fund GP S.a.r.l.: 0 Hayfin Healthcare Opportunities Invest LP: 0 Hayfin SOF III GP S.a.r.l.: 0 Hayfin Special Opportunities Fund III ScSp: 0 Hayfin Hostplus GP Limited: 0 Hayfin Hostplus LP: 0 Hayfin Chief GP Limited: 0 Hayfin Chief LP: 0 SunHay GP Limited: 0 SunHay LP: 0 Hayfin Big Cypress GP Limited: 0 Hayfin Big Cypress LP: 0 Hayfin Hamilton GP Limited: 0 Hayfin Hamilton LP: 0 Hayfin Opal 2020 GP Limited: 0 Hayfin Opal (A) LP: 0 Hayfin Opal (B) LP: 0 Hayfin SOF II GP Limited: 0 Hayfin Special Opportunities Fund II LP: 0 Hayfin SOF III AIV GP S.a.r.l.: 0 Hayfin AUS AIV LP - Hostplus Series: 0 Hayfin Special Opportunities Fund III AIV LP: 0 Hayfin AUS AIV LP - AUS SOF III Series: 0 Hayfin Management Holdings Limited is the sole member of, or the sole shareholder of, the general partners identified in the paragraphs that follow for Hayfin Healthcare Opportunities Invest LP, Hayfin Special Opportunities Fund III ScSp, Hayfin Hostplus LP, Hayfin Chief LP, SunHay LP, Hayfin Big Cypress LP, Hayfin Hamilton LP, Hayfin Opal (A) LP, Hayfin Opal (B) LP, Hayfin Special Opportunities Fund II LP, Hayfin AUS AIV LP - Hostplus Series, Hayfin Special Opportunities Fund III AIV LP and Hayfin AUS AIV LP - AUS SOF III Series. Accordingly, Hayfin Management Holdings Limited may be deemed to beneficially own the shares indirectly held by Hayfin Healthcare Opportunities Invest LP, Hayfin Special Opportunities Fund III ScSp, Hayfin Hostplus LP, Hayfin Chief LP, SunHay LP, Hayfin Big Cypress LP, Hayfin Hamilton LP, Hayfin Opal (A) LP, Hayfin Opal (B) LP, Hayfin Special Opportunities Fund II LP, Hayfin AUS AIV LP - Hostplus Series, Hayfin Special Opportunities Fund III AIV LP and Hayfin AUS AIV LP - AUS SOF III Series. Hayfin Healthcare Opportunities Fund GP S.a.r.l. is the sole member of Hayfin HP GP LLC, which is the general partner of Hayfin Healthcare Opportunities Fund Invest LP. Accordingly, Hayfin Healthcare Opportunities Fund GP S.a.r.l. may be deemed to beneficially own the shares and shares subject to warrants indirectly held through Hayfin Heartflow UK Limited and Hayfin Tourmaline Luxco S.a.r.l., respectively, by Hayfin HP GP LLC, which is the general partner of Hayfin Healthcare Opportunities Fund Invest LP. Hayfin SOF III GP S.a.r.l. is the general partner of Hayfin Special Opportunities Fund III ScSp. Accordingly, Hayfin SOF III GP S.a.r.l. may be deemed to beneficially own the shares and shares subject to warrants indirectly held through Hayfin Heartflow UK Limited and Hayfin Tourmaline Luxco S.a.r.l., respectively, by Hayfin Special Opportunities Fund III ScSp. Hayfin Hostplus GP Limited is the general partner of Hayfin Hostplus LP. Accordingly, Hayfin Hostplus GP Limited may be deemed to beneficially own the shares and shares subject to warrants indirectly held through Hayfin Heartflow UK Limited and Hayfin Tourmaline Luxco S.a.r.l., respectively, by Hayfin Hostplus LP. Hayfin Chief GP Limited is the general partner of Hayfin Chief LP. Accordingly, Hayfin Chief GP Limited may be deemed to beneficially own the shares and shares subject to warrants indirectly held through Hayfin Heartflow UK Limited and Hayfin Tourmaline Luxco S.a.r.l., respectively, by Hayfin Chief LP. SunHay GP Limited is the general partner of SunHay LP. Accordingly, SunHay GP Limited may be deemed to beneficially own the shares and shares subject to warrants indirectly held by SunHay LP. Hayfin Big Cypress GP Limited is the general partner of Hayfin Big Cypress LP. Accordingly, Hayfin Big Cypress GP Limited may be deemed to beneficially own the shares and shares subject to warrants indirectly held through Hayfin Heartflow UK Limited and Hayfin Tourmaline Luxco S.a.r.l., respectively, by Hayfin Big Cypress LP. Hayfin Hamilton GP Limited is the general partner of Hayfin Hamilton LP. Accordingly, Hayfin Hamilton GP Limited may be deemed to beneficially own the shares indirectly held through Hayfin Heartflow UK Limited by Hayfin Hamilton LP. Hayfin Opal 2020 GP Limited is the general partner of each of Hayfin Opal 2020 (A) LP and Hayfin Opal 2020 (B) LP. Accordingly, Hayfin Opal 2020 GP Limited may be deemed to beneficially own the shares and shares subject to warrants indirectly held through Hayfin Heartflow UK Limited and Hayfin Tourmaline Luxco S.a.r.l., respectively, by Hayfin Opal 2020 (A) LP and Hayfin Opal 2020 (B) LP. Hayfin SOF II GP Limited is the general partner of Hayfin SOF II GP LP which is the general partner of Hayfin Special Opportunities Fund II LP. Accordingly, Hayfin SOF II GP Limited may be deemed to beneficially own the shares subject to warrants indirectly held through Hayfin Tourmaline Luxco S.a.r.l.by Hayfin Special Opportunities Fund II LP. Hayfin SOF III AIV GP S.a.r.l. is the sole member of (i) Hayfin AUS AIV GP LLC, which is the general partner of Hayfin AUS AIV LP - Hostplus Series, (ii) Hayfin SOF III AIV GP LLC, which is the general partner of Hayfin Special Opportunities Fund III AIV LP and (iii) Hayfin AUS AIV GP LLC, which is the general partner of Hayfin AUS AIV LP - AUS SOF III Series. Accordingly, Hayfin SOF III AIV GP S.a.r.l. may be deemed to beneficially own the shares indirectly held through Hayfin Heartflow UK Limited by Hayfin AUS AIV LP - Hostplus sSeries, Hayfin Special Opportunities Fund III AIV LP and Hayfin AUS AIV LP - AUS SOF III Series. The foregoing should not be construed in and of itself as an admission by any reporting person as to beneficial ownership of any shares owned by another reporting person. Hayfin Management Holdings Limited, Hayfin Healthcare Opportunities Fund GP S.a.r.l., Hayfin SOF III GP S.a.r.l., Hayfin Hostplus GP Limited, Hayfin Chief GP Limited, SunHay GP Limited, Hayfin Big Cypress GP Limited, Hayfin Hamilton GP Limited, Hayfin Opal 2020 GP Limited, Hayfin SOF II GP Limited and Hayfin SOF III AIV GP S.a.r.l. each disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein. | |
| (b) | Percent of class:
See Cover Pages Items 5-11. %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9. | ||
| (ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 4. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit 99.1. | ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
Not Applicable
|
| 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.
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Exhibit Information
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Exhibit Index Exhibit No. Description 99.1 Joint Filing Agreement, dated as of November 13, 2025, by and among Hayfin Management Holdings Limited, Hayfin Heartflow UK Limited, Hayfin Tourmaline LuxCo S.a.r.l., Hayfin Healthcare Opportunities Fund GP S.a.r.l., Hayfin Healthcare Opportunities Invest LP, Hayfin SOF III GP S.a.r.l., Hayfin Special Opportunities Fund III ScSp, Hayfin Hostplus GP Limited, Hayfin Hostplus LP, Hayfin Chief GP Limited, Hayfin Chief LP, SunHay GP Limited, SunHay LP, Hayfin Big Cypress GP Limited, Hayfin Big Cypress LP, Hayfin Hamilton GP Limited, Hayfin Hamilton LP, Hayfin Opal 2020 GP Limited, Hayfin Opal 2020 (A) LP, Hayfin Opal 2020 (B) LP, Hayfin SOF II GP Limited, Hayfin Special Opportunities Fund II LP, Hayfin SOF III AIV GP S.a.r.l., Hayfin AUS AIV LP - Hostplus Series, Hayfin Special Opportunities Fund III AIV LP, and Hayfin AUS AIV LP - AUS SOF III Series. |