Sec Form 13G Filing - Qatar Investment Authority filing for PEPGEN INC (PEPG) - 2022-05-13

 

 

 

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 

(Amendment No. ) ^*

 

PEPGEN INC.

(Name of Issuer)

 

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

 

713317105

(CUSIP Number)

 

May 10, 2022

(Date of Event Which Requires Filing this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o Rule 13d-1(b)
þ Rule 13d-1(c)
o Rule 13d-1(d)

 

^* 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 the disclosures provided in a prior cover page.

The information required in 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).

 

 

CUSIP No.		713317105

 

1		NAMES OF REPORTING PERSONS Qatar Investment Authority
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
		(a)    o
		(b)    þ
3		SEC USE ONLY
4		CITIZENSHIP OR PLACE OF ORGANIZATION
		Qatar
			5		SOLE VOTING POWER
NUMBER OF					1,251,342
SHARES			6		SHARED VOTING POWER
BENEFICIALLY
OWNED BY					0
EACH			7		SOLE DISPOSITIVE POWER
REPORTING
PERSON					1,251,342
WITH:			8		SHARED DISPOSITIVE POWER
					0
9		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
		1,251,342 (see Item 4 below)
10		CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
		o
11		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
		5.59% (1)
12		TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
		OO

 

(1)

Based on 22,392,973 Common stock, par value $0.0001 per share, of PepGen Inc. outstanding as of May 09, 2022, as reported in in the Issuer’s Form 424B4, filed with the Securities and Exchange Commission on May 09, 2022.

 

 

Item 1(a).		Name of Issuer:
		PePGen Inc. (the “Issuer”)
Item 1(b).		Address of Issuer’s Principal Executive Offices:
		245 Main Street Cambridge, Massachusetts 02142
Item 2(a).		Name of Person Filing:
		Qatar Investment Authority (the “Reporting Person”)
Item 2(b).		Address of Principal Business Office or, if none, Residence:
		Ooredoo Tower (Building 14), Al Dafna Street (Street 801), Al Dafna (Zone 61), Doha, State of Qatar.
Item 2(c).		Citizenship:
		Qatar
Item 2(d).		Title of Class of Securities:
		Common stock, par value $0.0001 per share (the “Common Stock”).
Item 2(e).		CUSIP Number:
		713317105
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:
		Not applicable.
Item 4.		Ownership.
		Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
	(a)				Amount beneficially owned:
					1,251,342
	(b)				Percent of class: 5.59%
	(c)				Number of shares as to which the person has:
					(i)	Sole power to vote or to direct the vote
						1,251,342
					(ii)	Shared power to vote or to direct the vote
						0
					(iii)	Sole power to dispose or to direct the disposition of
						1,251,342
					(iv)	Shared power to dispose or to direct the disposition of
						0

 

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.
		Not Applicable.
Item 7.		Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
		See Exhibit A
Item 8.		Identification and Classification of Members of the Group.
		Not Applicable.
Item 9.		Notice of Dissolution of Group.
		Not Applicable.
Item 10.		Certifications.   By signing below I certify that, to the best of my 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, other than activities solely in connection with a nomination under § 240.14a-11.

 

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.

     Date: May 13, 2022

 

	QATAR INVESTMENT AUTHORITY
	By:	/s/ Andrew Watkins
		Name:	Andrew Watkins**
		Title:	Associate General Counsel, Compliance

 

** Evidence of authority to sign on behalf of Qatar Investment Authority is set forth in a Certificate of Incumbency dated February 02, 2022, and included as Exhibit B hereto.

 

INDEX TO EXHIBITS

Exhibit No.		Description
A		Item 7 Information
B		Certificate of Incumbency