(Amendment No. 9)1
Check the appropriate box
to designate the rule pursuant to which this Schedule is filed:
The information required
on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject
to all other provisions of the Act (however, see the Notes).
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1 |
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NAME OF REPORTING PERSON |
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Biotechnology Value Fund, L.P. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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1,992,047 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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1,992,047 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,992,047 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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5.2% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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PN |
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(1) Includes 40,600 Shares (as defined below) currently
issuable upon the conversion of certain Series E Preferred (as defined below) and 110,771 Shares currently issuable upon the conversion
of certain Series F Preferred (as defined below).
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1 |
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NAME OF REPORTING PERSON |
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BVF I GP LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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1,992,047 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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1,992,047 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,992,047 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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5.2% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
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(1) Includes 40,600 Shares currently issuable upon
the conversion of certain Series E Preferred and 110,771 Shares currently issuable upon the conversion of certain Series F Preferred.
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1 |
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NAME OF REPORTING PERSON |
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Biotechnology Value Fund II, L.P. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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1,513,646 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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1,513,646 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,513,646 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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4.0% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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PN |
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(1) Includes 11,114 Shares currently issuable upon
the conversion of certain Series E Preferred and 53,638 Shares currently issuable upon the conversion of certain Series F Preferred.
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1 |
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NAME OF REPORTING PERSON |
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BVF II GP LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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1,513,646 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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1,513,646 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,513,646 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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4.0% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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PN |
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(1) Includes 11,114 Shares currently issuable upon
the conversion of certain Series E Preferred and 53,638 Shares currently issuable upon the conversion of certain Series F Preferred.
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1 |
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NAME OF REPORTING PERSON |
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Biotechnology Value Trading Fund OS LP |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Cayman Islands |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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260,654 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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260,654 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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260,654 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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PN |
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(1) Includes 3,000 Shares currently issuable upon
the conversion of Series E Preferred.
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1 |
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NAME OF REPORTING PERSON |
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BVF Partners OS Ltd. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Cayman Islands |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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260,654 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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260,654 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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260,654 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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Less than 1% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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CO |
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(1) Includes 3,000 Shares currently issuable upon
the conversion of Series E Preferred.
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1 |
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NAME OF REPORTING PERSON |
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BVF GP Holdings LLC |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
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6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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3,505,693 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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3,505,693 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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|
3,505,693 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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9.1% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
|
(1) Includes 51,714 Shares currently issuable upon
the conversion of certain Series E Preferred and 164,409 Shares currently issuable upon the conversion of Series F Preferred.
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1 |
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NAME OF REPORTING PERSON |
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BVF Partners L.P. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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|
Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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0 |
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OWNED BY |
|
6 |
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SHARED VOTING POWER |
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EACH |
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REPORTING |
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3,833,785 (1) |
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PERSON WITH |
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7 |
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SOLE DISPOSITIVE POWER |
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0 |
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8 |
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SHARED DISPOSITIVE POWER |
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3,833,785 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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3,833,785 (1) |
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10 |
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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9.98% (1) |
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12 |
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TYPE OF REPORTING PERSON |
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PN, IA |
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(1) Includes 54,714 Shares currently issuable upon
the conversion of certain Series E Preferred and 164,409 Shares currently issuable upon the conversion of Series F Preferred.
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1 |
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NAME OF REPORTING PERSON |
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BVF Inc. |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
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(b) ☐ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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|
Delaware |
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NUMBER OF |
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5 |
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SOLE VOTING POWER |
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SHARES |
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BENEFICIALLY |
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|
0 |
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OWNED BY |
|
6 |
|
SHARED VOTING POWER |
|
EACH |
|
|
|
|
|
REPORTING |
|
|
|
|
3,833,785 (1) |
|
PERSON WITH |
|
7 |
|
SOLE DISPOSITIVE POWER |
|
|
|
|
|
|
|
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|
0 |
|
|
|
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
|
|
|
|
|
|
|
3,833,785 (1) |
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
|
|
|
|
|
|
3,833,785 (1) |
|
|
10 |
|
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
|
|
|
|
|
|
|
|
|
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|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
|
|
|
|
|
|
|
9.98% (1) |
|
|
12 |
|
TYPE OF REPORTING PERSON |
|
|
|
|
|
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|
|
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|
CO |
|
(1) Includes 54,714 Shares currently issuable upon
the conversion of certain Series E Preferred and 164,409 Shares currently issuable upon the conversion of Series F Preferred.
|
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|
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|
|
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|
|
1 |
|
NAME OF REPORTING PERSON |
|
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|
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|
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|
|
Mark N. Lampert |
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ☒ |
|
|
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|
(b) ☐ |
|
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|
3 |
|
SEC USE ONLY |
|
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4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
|
|
|
|
|
|
|
United States |
|
NUMBER OF |
|
5 |
|
SOLE VOTING POWER |
|
SHARES |
|
|
|
|
|
BENEFICIALLY |
|
|
|
|
0 |
|
OWNED BY |
|
6 |
|
SHARED VOTING POWER |
|
EACH |
|
|
|
|
|
REPORTING |
|
|
|
|
3,833,785 (1) |
|
PERSON WITH |
|
7 |
|
SOLE DISPOSITIVE POWER |
|
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
|
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
|
|
|
|
|
|
|
3,833,785 (1) |
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
|
|
|
|
|
|
|
3,833,785 (1) |
|
|
10 |
|
CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
☐ |
|
|
|
|
|
|
|
|
|
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
|
|
|
|
|
|
|
9.98% (1) |
|
|
12 |
|
TYPE OF REPORTING PERSON |
|
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|
IN |
|
(1) Includes 54,714 Shares currently issuable upon
the conversion of certain Series E Preferred and 164,409 Shares currently issuable upon the conversion of Series F Preferred.
| Item 1(a). | Name of Issuer: |
Viracta Therapeutics, Inc., a Delaware corporation
(the “Issuer”).
| Item 1(b). | Address of Issuer’s Principal Executive Offices: |
2533 S. Coast Hwy. 101, Suite 210
Cardiff, California 92007
| Item 2(a). | Name of Person Filing |
| Item 2(b). | Address of Principal Business Office or, if None, Residence |
Biotechnology Value Fund, L.P. (“BVF”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
BVF I GP LLC (“BVF GP”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
Biotechnology Value Fund II, L.P. (“BVF2”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
BVF II GP LLC (“BVF2 GP”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
Biotechnology Value Trading Fund OS LP (“Trading
Fund OS”)
PO Box 309 Ugland House
Grand Cayman, KY1-1104
Cayman Islands
Citizenship: Cayman Islands
BVF Partners OS Ltd. (“Partners OS”)
PO Box 309 Ugland House
Grand Cayman, KY1-1104
Cayman Islands
Citizenship: Cayman Islands
BVF GP Holdings LLC (“BVF GPH”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
BVF Partners L.P. (“Partners”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
BVF Inc.
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: Delaware
Mark N. Lampert (“Mr. Lampert”)
44 Montgomery St., 40th Floor
San Francisco, California 94104
Citizenship: United States
Each of the foregoing is referred to as a
“Reporting Person” and collectively as the “Reporting Persons.”
| Item 2(d). | Title of Class of Securities: |
Common Stock, par value $0.0001 per share
(the “Shares”)
92765F108
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person
Filing is a: |
|
|
/x/ |
Not applicable. |
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(a) |
/ / |
Broker or dealer registered under Section 15 of the Exchange Act. |
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(b) |
/ / |
Bank as defined in Section 3(a)(6) of the Exchange Act. |
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(c) |
/ / |
Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
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(d) |
/ / |
Investment company registered under Section 8 of the Investment Company Act. |
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(e) |
/ / |
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
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(f) |
/ / |
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). |
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(g) |
/ / |
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). |
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(h) |
/ / |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. |
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(i) |
/ / |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. |
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(j) |
/ / |
A non-U.S. institution, in accordance with Rule 13d-1(b)(1)(ii)(J). |
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(k) |
/ / |
Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____ |
| (a) | Amount beneficially owned: |
As of the close of business on December 31,
2022, the Reporting Persons held 1,915 Series E Preferred shares convertible for an aggregate of approximately 54,714 Shares (the “Series
E Preferred”). The Series E Preferred may not be converted if, after such conversion, the Reporting Persons would beneficially own,
as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), more
than 9.98% of the number of Shares then issued and outstanding (the “Series E Blocker”). As of the close of business on December
31, 2022, the Series E Blocker did not limit the conversion of any of the Series E Preferred owned by the Reporting Persons. In providing
beneficial ownership described herein, the Reporting Persons have assumed that all of the Series E Preferred held by the Reporting Persons
would be converted.
As of the close of business on December 31,
2022, the Reporting Persons held 8,333 Series F Preferred shares convertible for an aggregate of approximately 238,086 Shares (the “Series
F Preferred”). The Series F Preferred may not be converted if, after such conversion, the Reporting Persons would beneficially own,
as determined in accordance with Section 13(d) of the Exchange Act, more than 9.98% of the number of Shares then issued and outstanding
(the “Series F Blocker”). As of the close of business on December 31, 2022, the Series F Blocker limits the conversion of
the Series F Preferred to 164,409 Shares out of the 238,086 Shares underlying the Series F Preferred in the aggregate. In providing beneficial
ownership described herein, the Reporting Persons have assumed that all of the Series F Preferred held by BVF and certain of the Series
F Preferred held by BVF2 would be converted.
As of the close of business on December 31,
2022 (i) BVF beneficially owned 1,992,047 Shares, including 40,600 Shares issuable upon the conversion of Series E Preferred held by it
and 110,771 Shares issuable upon the conversion of Series F Preferred held by it; (ii) BVF2 beneficially owned 1,513,646 Shares, including
11,114 Shares issuable upon the conversion of Series E Preferred held by it and 53,638 Shares issuable upon the conversion of certain
Series F Preferred held by it, and excluding 50,277 Shares underlying the remaining Series F Preferred held by it; and (iii) Trading Fund
OS beneficially owned 260,654 Shares, including 3,000 Shares issuable upon the conversion of Series E Preferred held by it and excluding
15,857 Shares underlying the Series F Preferred held by it.
BVF GP, as the general partner of BVF, may
be deemed to beneficially own the 1,992,047 Shares beneficially owned by BVF.
BVF2 GP, as the general partner of BVF2, may
be deemed to beneficially own the 1,513,646 Shares beneficially owned by BVF2.
Partners OS, as the general partner of Trading
Fund OS, may be deemed to beneficially own the 260,654 Shares beneficially owned by Trading Fund OS.
BVF GPH, as the sole member of each of BVF
GP and BVF2 GP, may be deemed to beneficially own the 3,505,693 Shares beneficially owned in the aggregate by BVF and BVF2.
Partners, as the investment manager of BVF,
BVF2 and Trading Fund OS, and the sole member of Partners OS, may be deemed to beneficially own the 3,833,785 Shares beneficially owned
in the aggregate by BVF, BVF2 and Trading Fund OS and held in a certain Partners managed account (the “Partners Managed Account”),
including 67,438 Shares, which excludes the 7,543 Shares underlying the Series F Preferred held in the Partners Managed Account.
BVF Inc., as the general partner of Partners,
may be deemed to beneficially own the 3,833,785 Shares beneficially owned by Partners.
Mr. Lampert, as a director and officer of
BVF Inc., may be deemed to beneficially own the 3,833,785 Shares beneficially owned by BVF Inc.
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. BVF GP disclaims
beneficial ownership of the Shares beneficially owned by BVF. BVF2 GP disclaims beneficial ownership of the Shares beneficially owned
by BVF2. Partners OS disclaims beneficial ownership of the Shares beneficially owned by Trading Fund OS. BVF GPH disclaims beneficial
ownership of the Shares beneficially owned by BVF and BVF2. Each of Partners, BVF Inc. and Mr. Lampert disclaims beneficial ownership
of the Shares beneficially owned by BVF, BVF2 and Trading Fund OS and held in the Partners Managed Account, and the filing of this statement
shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities.
The following percentages are based upon a
denominator that is the sum of: (a) 38,197,345 Shares outstanding as of November 1, 2022 as reported in the Issuer’s Quarterly Report
on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022, (b) certain or all of the 54,714 Shares that may
be acquired upon the conversion of the Series E Preferred, as applicable and (c) certain or all of the 164,409 Shares that may be acquired
upon the conversion of certain Series F Preferred, as applicable.
As of the close of business on December 31,
2022 (i) BVF beneficially owned approximately 5.2% of the outstanding Shares, (ii) BVF2 beneficially approximately 4.0% of the outstanding
Shares, (iii) Trading Fund OS beneficially owned less than 1% of the outstanding Shares, (iv) BVF GP may be deemed to beneficially own
approximately 5.2% of the outstanding Shares, (v) BVF2 GP may be deemed to beneficially own approximately 4.0% of the outstanding Shares,
(vi) Partners OS may be deemed to beneficially own less than 1% of the outstanding Shares, (vii) BVF GPH may be deemed to beneficially
own approximately 9.1% of the outstanding Shares, and (v) each of Partners, BVF Inc. and Mr. Lampert may be deemed to beneficially own
approximately 9.98% of the outstanding Shares (less than 1% of the outstanding Shares is held in the Partners Managed Account).
| (c) | Number of shares as to which such 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 Five Percent or Less of a Class. |
Not Applicable.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
BVF GP, BVF GPH, Partners, BVF Inc. and Mr.
Lampert share voting and dispositive power over the Shares beneficially owned by BVF. BVF GPH, Partners, BVF Inc. and Mr. Lampert share
voting and dispositive power over the Shares beneficially owned by BVF2. Partners, BVF Inc. and Mr. Lampert share voting and dispositive
power over the Shares beneficially owned by Trading Fund OS and held in the Partners Managed Account.
| Item 7. | Identification and Classification of the Subsidiary That 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. |
See Exhibit 99.1 to Amendment No. 6 to the
Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on February 14, 2020.
| Item 9. | Notice of Dissolution of Group. |
Not Applicable.
By signing below each of the undersigned
certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to
the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete
and correct.
Dated: February 14, 2023
BIOTECHNOLOGY VALUE FUND, L.P. |
|
BIOTECHNOLOGY VALUE TRADING FUND OS LP |
|
|
|
|
By: |
BVF I GP LLC, its general partner |
|
By: |
BVF Partners L.P., its investment manager |
|
|
|
By: |
BVF Inc., its general partner |
By: |
/s/ Mark N. Lampert |
|
|
|
|
Mark N. Lampert |
|
By: |
/s/ Mark N. Lampert |
|
Chief Executive Officer |
|
|
Mark N. Lampert |
|
|
|
|
President |
|
|
|
|
|
BVF I GP LLC |
|
|
|
|
|
|
BVF GP HOLDINGS LLC |
By: |
/s/ Mark N. Lampert |
|
|
|
Mark N. Lampert |
|
By: |
/s/ Mark N. Lampert |
|
Chief Executive Officer |
|
|
Mark N. Lampert |
|
|
|
|
Chief Executive Officer |
|
|
|
|
|
BIOTECHNOLOGY VALUE FUND II, L.P. |
|
|
|
|
|
BVF PARTNERS L.P. |
By: |
BVF II GP LLC, its general partner |
|
|
|
|
|
By: |
BVF Inc., its general partner |
By: |
/s/ Mark N. Lampert |
|
|
|
|
Mark N. Lampert |
|
By: |
/s/ Mark N. Lampert |
|
Chief Executive Officer |
|
|
Mark N. Lampert |
|
|
|
|
President |
|
|
|
|
|
BVF II GP LLC |
|
|
|
|
|
|
BVF INC. |
By: |
/s/ Mark N. Lampert |
|
|
|
Mark N. Lampert |
|
By: |
/s/ Mark N. Lampert |
|
Chief Executive Officer |
|
|
Mark N. Lampert |
|
|
|
|
President |
|
|
|
|
|
BVF PARTNERS OS LTD. |
|
|
|
|
|
|
/s/ Mark N. Lampert |
By: |
BVF Partners L.P., its sole member |
|
MARK N. LAMPERT |
By: |
BVF Inc., its general partner |
|
|
|
|
|
|
|
By: |
/s/ Mark N. Lampert |
|
|
|
Mark N. Lampert |
|
|
|
President |
|
|
|