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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| UNITED STATES | ||
| SECURITIES AND EXCHANGE COMMISSION | ||
| Washington, D.C. 20549 | ||
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Kinnate Biopharma Inc.
(Name of Issuer)
Common Stock $0.0001 par value
(Title of Class of Securities)
49705R 10 5
(CUSIP Number)
December 31, 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) |
| x | 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. 49705R 10 5 | |||||
| 1. | Names of Reporting Persons Nextech V Oncology S.C.S., SICAV-SIF | ||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
| (a) | ¨ | ||||
| (b) | x (1) | ||||
| 3. | SEC Use Only | ||||
| 4. | Citizenship or Place of Organization Luxembourg | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power 2,329,480 shares | |||
| 6. | Shared Voting Power 0 | ||||
| 7. | Sole Dispositive Power 2,329,480 shares | ||||
| 8. | Shared Dispositive Power 0 | ||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,329,480 shares | ||||
| 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) 5.3% (2) | ||||
| 12. | Type of Reporting Person (See Instructions) PN | ||||
| (1) | This Schedule 13G is filed by Nextech V Oncology S.C.S., SICAV-SIF (“Nextech V LP”), Nextech V GP S.à. r.l. (“Nextech V GP”), Thomas Lips (“Lips”), Dalia Bleyer (“Bleyer”) and Ian Charoub (“Charoub” and together with Nextech V LP, Nextech V GP, Lips and Bleyer, collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The percent of class was c alculated based on 44,164,683 shares of Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 49705R 10 5 | |||||
| 1. | Names of Reporting Persons Nextech V GP S.à r.l. | ||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
| (a) | ¨ | ||||
| (b) | x (1) | ||||
| 3. | SEC Use Only | ||||
| 4. | Citizenship or Place of Organization Luxembourg | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power 2,329,480 shares | |||
| 6. | Shared Voting Power 0 | ||||
| 7. | Sole Dispositive Power 2,329,480 shares | ||||
| 8. | Shared Dispositive Power 0 | ||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,329,480 shares | ||||
| 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) 5.3% (2) | ||||
| 12. | Type of Reporting Person (See Instructions) OO | ||||
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The percent of class was calculated based on 44,164,683 shares of Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 49705R 10 5 | |||||
| 1. | Names of Reporting Persons Thomas Lips | ||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
| (a) | ¨ | ||||
| (b) | x (1) | ||||
| 3. | SEC Use Only | ||||
| 4. | Citizenship or Place of Organization Switzerland | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power 0 | |||
| 6. | Shared Voting Power 2,329,480 shares | ||||
| 7. | Sole Dispositive Power 0 | ||||
| 8. | Shared Dispositive Power 2,329,480 shares | ||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,329,480 shares | ||||
| 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) 5.3% (2) | ||||
| 12. | Type of Reporting Person (See Instructions) IN | ||||
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The percent of class was calculated based on 44,164,683 shares of Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 49705R 10 5 | |||||
| 1. | Names of Reporting Persons Dalia Bleyer | ||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
| (a) | ¨ | ||||
| (b) | x (1) | ||||
| 3. | SEC Use Only | ||||
| 4. | Citizenship or Place of Organization Lithuania | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power 0 | |||
| 6. | Shared Voting Power 2,329,480 shares | ||||
| 7. | Sole Dispositive Power 0 | ||||
| 8. | Shared Dispositive Power 2,329,480 shares | ||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,329,480 shares | ||||
| 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) 5.3% (2) | ||||
| 12. | Type of Reporting Person (See Instructions) IN | ||||
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The percent of class was calculated based on 44,164,683 shares of Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| CUSIP No. 49705R 10 5 | |||||
| 1. | Names of Reporting Persons Ian Charoub | ||||
| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||
| (a) | ¨ | ||||
| (b) | x (1) | ||||
| 3. | SEC Use Only | ||||
| 4. | Citizenship or Place of Organization Palestine | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power 0 | |||
| 6. | Shared Voting Power 2,329,480 shares | ||||
| 7. | Sole Dispositive Power 0 | ||||
| 8. | Shared Dispositive Power 2,329,480 shares | ||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person 2,329,480 shares | ||||
| 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) 5.3% (2) | ||||
| 12. | Type of Reporting Person (See Instructions) IN | ||||
| (1) | This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | The percent of class was calculated based on 44,164,683 shares of Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock (“Common Stock”) of Kinnate Biopharma Inc. (the “Issuer”). | ||
| Item 1. | ||
| (a) |
Name of Issuer:
Kinnate Biopharma Inc. | |
| (b) |
Address of Issuer’s Principal Executive Offices:
11975 El Camino Real, Suite 101 San Diego, CA 92130 | |
| Item 2. | ||
| (a) |
Name of Reporting Persons Filing:
Nextech V Oncology S.C.S., SICAV-SIF (“Nextech V LP”) Nextech V GP S.à r.l. (“Nextech V GP”) Thomas Lips (“Lips ”) Dalia Bleyer (“Bleyer”) Ian Charoub (“Charoub”) | |
| (b) |
Address of Principal Business Office or, if none, Residence:
8 rue Lou Hemmer L-1748 Luxembourg-Findel Grand-Duché de Luxembourg | |
| (c) |
Citizenship | |
| Name | Citizenship or Place of Organization | |
| Nextech V LP- | Luxembourg | |
| Nextech V GP- | Luxembourg | |
| Lips | Switzerland | |
| Bleyer | Lithuania | |
| Charoub | Palestine |
| (d) |
Title of Class of Securities:
Common stock, $0.0001 par value | |
| (e) |
CUSIP Number:
49705R 10 5 | |
| 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 |
The following information with respect to the ownership of Common Stock of the Issuer by the Reporting Persons filing this statement on Schedule 13G is provided as of December 31, 2022.
| Reporting Persons | Shares of Common Stock Held Directly | Sole Voting Power | Shared Voting Power (1) | Sole Dispositive Power | Shared Dispositive Power (1) | Beneficial Ownership | Percentage of Class (1) (2) | |||||||||||||||||||||
| Nextech V LP | 2,329,480 | 2,329,480 | 0 | 2,329,480 | 0 | 2,329,480 | 5.3 | % | ||||||||||||||||||||
| Nextech V GP (1) | 0 | 2,329,480 | 0 | 2,329,480 | 0 | 2,329,480 | 5.3 | % | ||||||||||||||||||||
| Lips (1) | 0 | 0 | 2,329,480 | 0 | 2,329,480 | 2,329,480 | 5.3 | % | ||||||||||||||||||||
| Bleyer (1) | 0 | 0 | 2,329,480 | 0 | 2,329,480 | 2,329,480 | 5.3 | % | ||||||||||||||||||||
| Charoub(1) | 0 | 0 | 2,329,480 | 0 | 2,329,480 | 2,329,480 | 5.3 | % | ||||||||||||||||||||
| (1) | The shares are held by Nextech V LP. Nextech V GP serves as the sole general partner of Nextech V LP and has sole voting and investment control over the shares owned by Nextech V LP and may be deemed to own beneficially the shares held by Nextech V LP. Nextech V GP owns no securities of the Issuer directly. Lips, Bleyer and Charoub are members of the board of managers of Nextech V GP and share voting and dispositive power over the shares held by Nextech V LP, and may be deemed to own beneficially the shares held by Nextech V LP. The managing members own no securities of the Issuer directly. |
| (2) | The percent of class was calculated based on 44,164,683 shares of Common Stock outstanding as of November 7, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 10, 2022. |
| Item 5. | Ownership of Five 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 five percent of the class of securities, check the following ¨. | |
| 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 |
| 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. | Certification |
| Not applicable |
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
| Nextech V Oncology S.C.S., SICAV-SIF | ||
| By: | Nextech V GP S.à r.l. | |
| its | General Partner | |
| By: | /s/ Dalia Bleyer | |
| Dalia Bleyer, Managing Member | ||
| By: | /s/ Thomas Lips | |
| Thomas Lips, Managing Member | ||
| Nextech VI GP S.à r.l. | ||
| By: | /s/ Dalia Bleyer | |
| Dalia Bleyer, Managing Member | ||
| By: | /s/ Thomas Lips | |
| Thomas Lips, Managing Member | ||
| /s/ Dalia Bleyer | ||
| Dalia Bleyer | ||
| /s/ Thomas Lips | ||
| Thomas Lips | ||
| /s/ Ian Charoub | ||
| Ian Charoub | ||