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.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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240.13d-102 Schedule 13G - Information to be included in statements filed
pursuant to 240.13d-1(b), (c), and (d) and amendments thereto
filed pursuant to 240.13d-2.
Securities and Exchange Commission, Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
(Name of Issuer)
Abeona Therapeutics Inc.
(Title of Class of Securities)
Common Stock, par value $0.01 per share
(CUSIP Number)
00289Y206
(Date of Event Which Requires Filing of this Statement)
December 31, 2022
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[ x ] Rule 13d-1(c)
[ ] 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.
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).
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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CUSIP No. 00289Y206
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(1) Names of reporting persons Point72 Asset Management, L.P.
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(2) Check the appropriate box if a member of a group
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(a)
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(see instructions)
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(b)X
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(3) SEC use only
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(4) Citizenship or place of organization Delaware
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Number of shares beneficially owned by each reporting person with:
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(5) Sole voting power 0
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(6) Shared voting power 1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(7) Sole dispositive power 0
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(8) Shared dispositive power 1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(9) Aggregate amount beneficially owned by each reporting person
1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
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(11) Percent of class represented by amount in Row (9) 7.4% (see item 4)
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(12) Type of reporting person (see instructions) PN
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CUSIP No. 00289Y206
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(1) Names of reporting persons Point72 Capital Advisors, Inc.
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(2) Check the appropriate box if a member of a group
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(a)
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(see instructions)
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(b)X
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(3) SEC use only
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(4) Citizenship or place of organization Delaware
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Number of shares beneficially owned by each reporting person with:
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(5) Sole voting power 0
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(6) Shared voting power 1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(7) Sole dispositive power 0
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(8) Shared dispositive power 1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(9) Aggregate amount beneficially owned by each reporting person
1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
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(11) Percent of class represented by amount in Row (9) 7.4% (see Item 4)
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(12) Type of reporting person (see instructions) CO
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CUSIP No. 00289Y206
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(1) Names of reporting persons Steven A. Cohen
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(2) Check the appropriate box if a member of a group
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(a)
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(see instructions)
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(b)X
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(3) SEC use only
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(4) Citizenship or place of organization United States
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Number of shares beneficially owned by each reporting person with:
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(5) Sole voting power 0
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(6) Shared voting power 1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(7) Sole dispositive power 0
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(8) Shared dispositive power 1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(9) Aggregate amount beneficially owned by each reporting person
1,150,648 shares of Common Stock
128,000 shares of Common Stock issuable upon exercise of Warrants
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(10) Check if the aggregate amount in Row (9) excludes certain shares
(see instructions)
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(11) Percent of class represented by amount in Row (9) 7.4% (see item 4)
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(12) Type of reporting person (see instruction) IN
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Item 1(a) Name of issuer:
Abeona Therapeutics Inc.
Item 1(b) Address of issuer's principal executive offices:
1330 Avenue of the Americas, 33rd Floor, New York, NY 10019
2(a) Name of person filing:
This statement is filed by: (i) Point72 Asset Management, L.P. (“Point72 Asset Management”)
with respect to shares of common stock, par value $0.01 per share (“Common Stock”), of the
Issuer held by ( and issuable upon exercise of warrants held by) Point72 Associates, LLC, an
investment fund it manages ("Point72 Associates"); (ii) Point72 Capital Advisors, Inc. (“Point72
Capital Advisors Inc.”) with respect to Common Stock held by (and issuable upon exercise of
warrants held by) Point72 Associates and; (iii) Steven A. Cohen (“Mr. Cohen”) with respect to
Common Stock beneficially owned by Point72 Asset Management and Point72 Capital Advisors
Inc.
with respect to shares of common stock, par value $0.01 per share (“Common Stock”), of the
Issuer held by ( and issuable upon exercise of warrants held by) Point72 Associates, LLC, an
investment fund it manages ("Point72 Associates"); (ii) Point72 Capital Advisors, Inc. (“Point72
Capital Advisors Inc.”) with respect to Common Stock held by (and issuable upon exercise of
warrants held by) Point72 Associates and; (iii) Steven A. Cohen (“Mr. Cohen”) with respect to
Common Stock beneficially owned by Point72 Asset Management and Point72 Capital Advisors
Inc.
2(b) Address or principal business office or, if none, residence:
The address of the principal business office of Point72 Asset Management, Point72 Capital
Advisors Inc., and Mr. Cohen is 72 Cummings Point Road, Stamford, CT 06902.
Advisors Inc., and Mr. Cohen is 72 Cummings Point Road, Stamford, CT 06902.
2(c) Citizenship:
Point72 Asset Management is a Delaware limited partnership. Point72 Capital Advisors Inc. is a
Delaware corporation. Mr. Cohen is a United States citizen.
Delaware corporation. Mr. Cohen is a United States citizen.
2(d) Title of class of securities:
Common Stock, par value $0.01 per share
2(e) CUSIP Number:
00289Y206
Item 3.
Not applicable
Item 4. Ownership
The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for
each Reporting Person hereto and is incorporated herein by reference for each Reporting Person.
Such information is as of the close of business on December 31, 2022.
each Reporting Person hereto and is incorporated herein by reference for each Reporting Person.
Such information is as of the close of business on December 31, 2022.
Point72 Asset Management, Point72 Capital Advisors Inc., and Mr. Cohen own directly
no Common Stock. Pursuant to an investment management agreement, Point72 Asset
Management maintains investment and voting power with respect to the securities held
by Point72 Associates. Point72 Capital Advisors Inc. is the general partner of Point72
Asset Management. Mr. Cohen controls each of Point72 Asset Management and
Point72 Capital Advisors Inc. The filing of this statement should not be construed as
an admission that any of the foregoing persons or any reporting person is, for the
purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock
reported herein.
no Common Stock. Pursuant to an investment management agreement, Point72 Asset
Management maintains investment and voting power with respect to the securities held
by Point72 Associates. Point72 Capital Advisors Inc. is the general partner of Point72
Asset Management. Mr. Cohen controls each of Point72 Asset Management and
Point72 Capital Advisors Inc. The filing of this statement should not be construed as
an admission that any of the foregoing persons or any reporting person is, for the
purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock
reported herein.
The percentage set forth in Row 11 of the cover page for each reporting person is based
on 17,175,799 shares of Common Stock outstanding as of November 7, 2022, as
disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the U.S. Securities
Exchange Commission on November 14, 2022, plus 128,000 shares of Common Stock
issuable upon exercise of Warrants.
on 17,175,799 shares of Common Stock outstanding as of November 7, 2022, as
disclosed in the Issuer’s Quarterly Report on Form 10-Q filed with the U.S. Securities
Exchange Commission on November 14, 2022, plus 128,000 shares of Common Stock
issuable upon exercise of Warrants.
Item 5. Ownership of 5 Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than
5 percent of the class of securities, check the following [].
Item 6. Ownership of More than 5 Percent on Behalf of Another Person.
Point72 Associates has the right to receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of, the Common Stock reported herein.
or the proceeds from the sale of, the Common Stock reported herein.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reporting on by the Parent Holding Company or Control
Person.
Not applicable
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.
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.
Dated: February 14, 2023
POINT72 ASSET MANAGEMENT, L.P.
By: /s/ Jason M. Colombo
Name: Jason M. Colombo
Title: Authorized Person
POINT72 CAPITAL ADVISORS, INC.
By: /s/ Jason M. Colombo
Name: Jason M. Colombo
Title: Authorized Person
STEVEN A. COHEN
By: /s/ Jason M. Colombo
Name: Jason M. Colombo
Title: Authorized Person