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.
- Peter Lynch
What is insider trading>>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)
ObsEva SA
(Name of Issuer)
Common Shares, par value CHF 1/13 per share
(Title of Class of Securities)
H5861P103
(CUSIP Number)
December 31, 2021
(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).
13G
CUSIP NO. H5861P103
| 1 |
NAMES OF REPORTING PERSONS
Ernest Loumaye | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
4,740,756 | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
4,740,756 | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,740,756 | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.1% (1) | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | |||||
| (1) | This percentage is calculated based on 77,971,461 of the Issuer’s Common Shares (excluding 7,249,010 treasury shares) reported by the Issuer to be outstanding as of September 30, 2021 in Exhibit 99.1 attached to the Issuer’s Report on Form 6-K, as filed with the Securities and Exchange Commission on November 4, 2021 and assumes the exercise of 825,306 options held by Dr. Loumaye that are exercisable within 60 days of December 31, 2021. |
13G
CUSIP NO. H5861P103
Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Person, in respect of Common Shares (“Common Shares”) of ObsEva SA (the “Issuer”).
| Item 1(a) | Name of Issuer: |
ObsEva SA
| Item 1(b) | Address of Issuer’s principal executive offices: |
Chemin des Aulx, 12
1228 Plan-les-Ouates
Geneva, Switzerland
| Items | 2(a) Name of Reporting Persons filing: |
Ernest Loumaye
| Item 2(b) | Address or principal business office or, if none, residence: |
The address of the principal business office of Mr. Loumaye is c/o ObsEva SA, Chemin des Aulx, 12, 1228 Plan-les-Ouates, Geneva, Switzerland
| Item 2(c) | Citizenship: |
| Name | Citizenship or Place of Organization | |
| Ernest Loumaye | Belgium |
| Item 2(d) | Title of class of securities: |
Common Shares, par value CHF 1/13 per share
| Item 2(e) | CUSIP No.: |
H5861P103
| Item 3 | If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filings is a: |
Not applicable.
| Item 4 | Ownership |
The following information with respect to the ownership of Common Shares of the Issuer by the Reporting Person filing this statement on Schedule 13G is provided as of December 31, 2020.
| Reporting Persons | Common Shares Held Directly |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
Beneficial Ownership |
Percentage of Class (1) |
|||||||||||||||||||||
| Ernest Loumaye(1)(2) |
4,740,756 | 4,740,756 | 0 | 4,740,756 | 0 | 4,740,756 | 6.1 | % | ||||||||||||||||||||
| (1) | This percentage is calculated based on 77,971,461 of the Issuer’s Common Shares (excluding 7,249,010 treasury shares) reported by the Issuer to be outstanding as of September 30, 2021 in Exhibit 99.1 attached to the Issuer’s Report on Form 6-K, as filed with the Securities and Exchange Commission on November 4, 2021, and assumes the exercise of 825,306 options held by Dr. Loumaye that are exercisable within 60 days of December 31, 2021. |
| (2) | As of December 31, 2021, Dr. Loumaye beneficially owned 4,740,756 shares of the Issuer’s Common Shares consisting of (i) 3,915,450 Common Shares owned directly by him and (ii) options to purchase 825,306 Common Shares exercisable within 60 days of December 31, 2021. |
13G
CUSIP NO. H5861P103
| 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 | Certifications |
Not applicable.
13G
CUSIP NO. H5861P103
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, 2022
| By: | /s/ Ernest Loumaye | |
| Ernest Loumaye |