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CUSIP No. 84652J 103
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13D
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Page
3
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Schedule 13D
This Amendment No. 8 to Schedule 13D (this “Amendment”) amends and supplements the Schedule 13D filed with the
Securities and Exchange Commission (the “SEC”) on February 5, 2015, Amendment No. 1 thereto, filed with the SEC on December 22, 2015, Amendment No. 2 thereto, filed with the SEC on January 7, 2016, Amendment
3 thereto, filed with the SEC on July 5, 2016, Amendment 4 thereto, filed with the SEC on August 31, 2016, Amendment 5 thereto, filed with the SEC on June 1, 2017, Amendment 6 thereto, filed with the SEC on March 9, 2018, and
Amendment No. 7 thereto, filed with the SEC on March 7, 2019 (collectively the “Schedule 13D”) by, among others, The Children’s Hospital of Philadelphia Foundation (the “Foundation”).
Items 3, 4, and 5 of the Schedule 13D are hereby amended to the extent hereinafter expressly set forth. All capitalized terms used and not
expressly defined in this Amendment have the respective meanings ascribed to them in the Schedule 13D.
Item 3. Source and Amount of Funds or Other
Consideration.
As of the date of this Amendment, the Foundation beneficially owns a total of 1,629,932 shares of the Issuer’s
Common Stock, representing 4.2% of the Issuer’s outstanding Common Stock.
Item 4 Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
The Foundation sold 262,228 shares of the Issuer’s Common Stock in market transactions on October 28, 2019.
Item 5. Interest in Securities of the Issuer.
(a) As of the date of this Amendment, the Foundation is the beneficial owner of 1,629,932 shares of Common Stock, consisting of 1,592,729
shares of common stock, 37,203 shares of Common Stock purchasable upon the exercise of a stock option held by Steven Altschuler, M.D., the former Chief Executive Officer of the Foundation and the current Chairman of the Issuer’s Board of
Directors. Dr. Altschuler holds these stock options for the benefit of the Foundation.
The Foundation’s Board of Trustees, or a
committee designated by the Board of Trustees, has voting and investment power over the shares of Common Stock held by the Foundation, and makes decisions by majority vote. No member of the Board of Trustees or investment committee may act
individually to vote or sell shares of Common Stock held by the Foundation, nor does any such member have a veto right concerning the vote or sale of any such common stock. Accordingly, no individual board or committee member is deemed to
beneficially own, within the meaning of Rule 13d-3, any shares of Common Stock held by the Foundation solely by virtue of the fact that he or she is a member of the board or the investment committee.
