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Lite Strategy, Inc. — Major Shareholding Notification 2020
Feb 14, 2020
34267_mrq_2020-02-14_8edf4128-1c80-45fd-911c-bb8e3e5a2d6d.zip
Major Shareholding Notification
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SC 13G/A 1 sc13ga207422mei_02142020.htm AMENDMENT NO. 2 TO THE SCHEDULE 13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 2) 1
| MEI Pharma, Inc. |
|---|
| (Name of Issuer) |
| Common Stock, $0.00000002 par value |
|---|
| (Title of Class of Securities) |
| 55279B202 |
|---|
| (CUSIP Number) |
| December 31, 2019 |
|---|
| (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)
Field: Rule-Page
Field: /Rule-Page
1 The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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 ).
Field: Page; Sequence: 1
CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| Biotechnology Value Fund, L.P. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 3,446,326 (1) (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 3,446,326 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 3,446,326 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 3.2% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| PN |
(1) Includes 742,826 Shares issuable upon the exercise of certain Warrants (as defined below in Item 4).
Field: Page; Sequence: 2
2
CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| BVF I GP LLC | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 3,446,326 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 3,446,326 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 3,446,326 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 3.2% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| OO |
(1) Includes 742,826 Shares issuable upon the exercise of certain Warrants.
Field: Page; Sequence: 3
3
CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| Biotechnology Value Fund II, L.P. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 2,627,179 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 2,627,179 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 2,627,179 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 2.5% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| PN |
(1) Includes 520,707 Shares issuable upon the exercise of certain Warrants.
Field: Page; Sequence: 4
4
CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| BVF II GP LLC | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 2,627,179 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 2,627,179 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 2,627,179 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 2.5% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| OO |
(1) Includes 520,707 Shares issuable upon the exercise of certain Warrants.
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5
CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| Biotechnology Value Trading Fund OS LP | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Cayman Islands | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 492,654 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 492,654 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 492,654 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| Less than 1% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| PN |
(1) Includes 124,074 Shares issuable upon the exercise of certain Warrants.
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6
CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| BVF Partners OS Ltd. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Cayman Islands | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 492,654 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 492,654 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 492,654 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| Less than 1% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| CO |
(1) Includes 124,074 Shares issuable upon the exercise of certain Warrants.
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CUSIP No. 55279B202
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| NAME OF REPORTING PERSON | ||
|---|---|---|
| BVF GP HOLDINGS LLC | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 6,073,505 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 6,073,505 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 6,073,505 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 5.7% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| OO |
(1) Includes 1,263,533 Shares issuable upon the exercise of certain Warrants.
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CUSIP No. 55279B202
Field: /Page
| NAME OF REPORTING PERSON | ||
|---|---|---|
| BVF Partners L.P. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 6,886,425 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 6,886,425 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 6,886,425 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 6.4% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| PN, IA |
(1) Includes 1,540,153 Shares issuable upon the exercise of certain Warrants.
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CUSIP No. 55279B202
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| NAME OF REPORTING PERSON | ||
|---|---|---|
| BVF Inc. | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| Delaware | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 6,886,425 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 6,886,425 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 6,886,425 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 6.4% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| CO |
(1) Includes 1,540,153 Shares issuable upon the exercise of certain Warrants.
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CUSIP No. 55279B202
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| NAME OF REPORTING PERSON | ||
|---|---|---|
| Mark N. Lampert | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ☒ |
| (b) ☐ | ||
| 3 | SEC USE ONLY | |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |
| United States | ||
| NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | ||
| BENEFICIALLY | 0 shares | |
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | ||
| REPORTING | 6,886,425 (1) | |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 0 shares | ||
| 8 | SHARED DISPOSITIVE POWER | |
| 6,886,425 (1) | ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |
| 6,886,425 (1) | ||
| 10 | CHECK BOX IF THE | |
| AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ☐ | |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |
| 6.4% (1) | ||
| 12 | TYPE OF REPORTING PERSON | |
| IN |
(1) Includes 1,540,153 Shares issuable upon the exercise of certain Warrants.
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CUSIP No. 55279B202
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Item 1(a). Name of Issuer:
MEI Pharma, Inc., a Delaware corporation (the “Issuer”).
Item 1(b). Address of Issuer’s Principal Executive Offices:
3611 Valley Centre Drive, Suite 500
San Diego, California 92130
Item 2(a). Name of Person Filing
Item 2(b). Address of Principal Business Office or, if None, Residence
Item 2(c). Citizenship
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
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CUSIP No. 55279B202
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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 $0.00000002 per share (the “Shares”)
Item 2(e). CUSIP Number:
55279B202
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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. | |
|---|---|---|
| (a) | / / | Broker or dealer registered under Section 15 of the Exchange Act. |
| (b) | / / | Bank as defined in Section 3(a)(6) of the Exchange Act. |
| (c) | / / | Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
| (d) | / / | Investment company registered under Section 8 of the Investment Company Act. |
| (e) | / / | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
| (f) | / / | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). |
| (g) | / / | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). |
| (h) | / / | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. |
| (i) | / / | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. |
| (j) | / / | Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
| (k) | / / | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____ |
Item 4. Ownership
(a) Amount beneficially owned:
As of the close of business on December 31, 2019, the Reporting Persons held 1,540,153 Warrants exercisable for an aggregate of 1,540,153 Shares (the “Warrants”). The Warrants may not be exercised if, after such exercise, the Reporting Persons would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, more than 9.99% of the number of Shares then issued and outstanding (the “Beneficial Ownership Limitation”). Such Warrants have an initial exercise price of $2.54 per share, subject to adjustment pursuant to the terms of the Warrants. As of the close of business on December 31, 2019, the Beneficial Ownership Limitation does not limit the exercise of the Warrants by the Reporting Persons.
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CUSIP No. 55279B202
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As of the close of business on December 31, 2019, (i) BVF beneficially owned 3,446,326 Shares, including 742,826 Shares issuable upon the exercise of certain Warrants, (ii) BVF2 beneficially owned 2,627,179 Shares, including 520,707 Shares issuable upon the exercise of certain Warrants and (iii) Trading Fund OS beneficially owned 492,654 Shares, including 124,074 Shares issuable upon the exercise of certain Warrants.
BVF GP, as the general partner of BVF, may be deemed to beneficially own the 3,446,326 Shares beneficially owned by BVF.
BVF2 GP, as the general partner of BVF2, may be deemed to beneficially own the 2,627,179 Shares beneficially owned by BVF2.
Partners OS, as the general partner of Trading Fund OS, may be deemed to beneficially own the 492,654 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 6,073,505 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 6,886,425 Shares beneficially owned in the aggregate by BVF, BVF2, Trading Fund OS, and certain Partners Managed accounts (the “Partners Managed Accounts”), including 320,266 Shares, which includes 152,546 Shares issuable upon the exercise of certain Warrants, held in the Partners Managed Accounts.
BVF Inc., as the general partner of Partners, may be deemed to beneficially own the 6,886,425 Shares beneficially owned by Partners.
Mr. Lampert, as a director and officer of BVF Inc., may be deemed to beneficially own the 6,886,425 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, Trading Fund OS, and the Partners Managed Accounts, 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.
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(b) Percent of class:
The following percentages are based on a denominator which is the sum of: (i) 105,998,677 Shares outstanding as of February 3, 2020, which is the total number of Shares outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on February 6, 2020 and (ii) certain or all of the 1,540,153 Shares underlying certain Warrants, as applicable.
As of the close of business on December 31, 2019, (i) BVF beneficially owned approximately 3.2% of the outstanding Shares, (ii) BVF2 beneficially owned approximately 2.5% 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 3.2% of the outstanding Shares, (v) BVF2 GP may be deemed to beneficially own approximately 2.5% 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 5.7% of the outstanding Shares, and (viii) each of Partners, BVF Inc. and Mr. Lampert may be deemed to beneficially own approximately 6.4% of the outstanding Shares (less than 1% of the outstanding Shares are held in the Partners Managed Accounts).
(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.
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Item 6. Ownership of More than Five Percent on Behalf of Another Person.
BVF GPH, Partners, BVF Inc. and Mr. Lampert share voting and dispositive power over the Shares beneficially owned by BVF and BVF2. Partners, BVF Inc. and Mr. Lampert share voting and dispositive power over the Shares beneficially owned by Trading Fund OS and the Partners Managed Accounts.
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.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certifications.
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.
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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, 2020
| BIOTECHNOLOGY VALUE FUND, L.P. — By: | BVF I GP LLC., its general partner | BIOTECHNOLOGY VALUE TRADING FUND OS LP — 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 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 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 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 |
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