Sec Form 13G Filing - Cooperatieve Gilde Healthcare IV U.A. @ Axonics Inc.

Sec Form 13G Filing - Cooperatieve Gilde Healthcare IV U.A. filing for Axonics Inc. (AXNX) - 2022-06-06

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.

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

AXONICS, INC.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

05465P101

(CUSIP number)

June 6, 2022

(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)

*	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).

Schedule 13G


CUSIP NO. 05465P101		Page 1 of 7 Pages

Schedule 13G


CUSIP NO. 05465P101		Page 2 of 7 Pages

Schedule 13G


CUSIP NO. 05465P101		Page 3 of 7 Pages

Schedule 13G


CUSIP NO. 05465P101		Page 4 of 7 Pages

Schedule 13G


CUSIP NO. 05465P101		Page 5 of 7 Pages

Schedule 13G


CUSIP NO. 05465P101		Page 6 of 7 Pages


Item 1(a).		Name of Issuer:

		Axonics, Inc.

Item 1(b).		Address of Issuer’s Principal Executive Offices:

		26 Technology Drive, Irvine, California 92618

Item 2(a).		Name of Person Filing:

		Cooperatieve Gilde Healthcare IV U.A.
		Gilde Healthcare IV Management B.V.
		Gilde Healhcare Holding B.V.
		Manapouri B.V. (100% owned by Edwin de Graaf)
		Martemanshurk B.V. (100% owned by Pieter van der Meer)

Item 2(b).		Address of Principal Business Office or, if None, Residence:

		c/o Gilde Healthcare Partners B.V.
		Newtonlaan 91
		3584 BP Utrecht
		The Netherlands

Item 2(c).		Citizenship:

		Each of the reporting persons is organized and based in the Netherlands.

Item 2(d).		Title of Class of Securities:

		Common Stock, par value $0.0001 per share (“Common Stock”)

Item 2(e).		CUSIP No.:

		05465P101

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.

Schedule 13G


CUSIP NO. 05465P101		Page 7 of 7 Pages


Item 4.		Ownership

		Cooperatieve Gilde Healthcare IV U.A. (“Gilde Healthcare”) no longer beneficially owns shares of the Issuer. Gilde Healthcare IV Management B.V. is the manager of Gilde Healthcare and is fully owned by Gilde Healthcare Holding B.V. The managing directors of Gilde Healthcare Holding B.V. are Manapouri B.V. (of which Edwin de Graaf is the owner and managing director) and Martemanshurk B.V. (of which Pieter van der Meer is the owner and managing director).

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

		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 Item 4(a) above.

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 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 nominati on under § 240.14a-11.

EXHIBIT INDEX


Exhibit No.		Description

Exhibit 1		Joint Filing Agreement, as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

Signatures

After reasonable inquiry and to the best knowledge and belief of the undersigned, such person certifies that the information set forth in this Statement with respect to such person is true, complete and correct.


Dated: June 6, 2022		COOPERATIEVE GILDE HEALTHCARE IV U.A. By: GILDE HEALTHCARE IV MANAGEMENT B.V. Its: Manager

	By:	/s/ Edwin de Graaf
		Name:	Edwin de Graaf
		Title:	Managing Director

		GILDE HEALTHCARE IV MANAGEMENT B.V.

	By:	/s/ Edwin de Graaf
		Name:	Edwin de Graaf
		Title:	Managing Director

		GILDE HEALTHCARE HOLDING B.V.

	By:	/s/ Edwin de Graaf
		Name:	Edwin de Graaf
		Title:	Managing Director

		MANAPOURI B.V.

	By:	/s/ Edwin de Graaf
		Name:	Edwin de Graaf
		Title:	Managing Director

		MARTEMANSHURK B.V.

	By:	/s/ Pieter van der Meer
		Name:	Pieter van der Meer
		Title:	Managing Director

NAMES OF REPORTING PERSON

  Cooperatieve Gilde Healthcare IV U.A.

  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

The Netherlands