Sec Form 13G Filing - Arix Bioscience plc filing for Aura Biosciences Inc. (AURA) - 2022-02-10

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 in a prior cover page.

  NAMES OF REPORTING PERSONS

  Arix Bioscience Plc

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

  (a)  ☐        (b)  ☐

  SEC USE ONLY

  CITIZENSHIP OR PLACE OF ORGANIZATION

  United Kingdom

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  SOLE VOTING POWER

  0 (1)

  SHARED VOTING POWER

  1,600,076 (1)

  SOLE DISPOSITIVE POWER

  0 (1)

  SHARED DISPOSITIVE POWER

  1,600,076 (1)

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  1,600,076 (1)

  CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)

  ☐

  PERCET OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

  5.48% (2)

  TYPE OF REPORTING PERSON (see instructions)

  HC

The shares are directly beneficially owned by Arix Bioscience Holdings Limited (“Arix Ltd.”). Arix Bioscience Plc (“Arix Plc”) is the sole owner and parent of Arix Ltd. and may be deemed to indirectly beneficially own the shares held by Arix Ltd.

Percent of class based on 29,210,549 shares of Common Stock, $0.00001 par value per share (“Common Stock”), of Aura Biosciences, Inc. (the “Issuer”) issued and outstanding as of November 19, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q (“Quarterly Report”) filed with the Securities and Exchange Commission (the “SEC”) on November 24, 2021.

Page 3

  NAMES OF REPORTING PERSONS

  Arix Bioscience Holdings Limited

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

  (a)  ☐        (b)  ☐

  SEC USE ONLY

  CITIZENSHIP OR PLACE OF ORGANIZATION

  United Kingdom

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

  SOLE VOTING POWER

  0 (1)

  SHARED VOTING POWER

  1,600,076 (1)

  SOLE DISPOSITIVE POWER

  0 (1)

  SHARED DISPOSITIVE POWER

  1,600,076 (1)

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  1,600,076 (1)

  CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions)

  ☐

  PERCET OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

  5.48% (2)

  TYPE OF REPORTING PERSON (see instructions)

  CO

The shares are directly beneficially owned by Arix Ltd. Arix Plc is the sole owner and parent of Arix Ltd. and may be deemed to indirectly beneficially own the shares held by Arix Ltd.

Percent of class based on 29,210,549 shares of Common Stock issued and outstanding as of November 1 9, 2021, as reported in the Issuer’s Quarterly Report filed with the SEC on November 24, 2021.

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filling:

Address of principal business office or, if none, residence:

Citizenship:

Title of class of securities:

CUSIP No.:

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:

☐    Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

☐    Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

☐    Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

☐    Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

☐    An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

☐    An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

☐    A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

☐    A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813)

☐    A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

☐    A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

☐    Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:             .

Ownership.

Amount beneficially owned:

Percent of class:

Number of shares as to which the person has:

Sole power to vote or to direct the vote:

Shared power to vote or to direct the vote:

Sole power to dispose or direct the disposition of:

Shared power to dispose or to direct the disposition of:

Ownership of 5 Percent or Less of a Class.

Ownership of More than 5 Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications.

Description