Sec Form 13G Filing - Ally Bridge MedAlpha Master Fund L.P. filing for Syros Pharmaceuticals Inc. (SYRS) - 2024-02-13

Securities and Exchange Commission

Washington, D.C. 20549

Schedule 13G

(Rule 13d-102)

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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)*

Syros Pharmaceuticals, Inc.

(Name of Issuer)

Common stock, $0.001 par value

(Title of Class of Securities)

87184Q206

(CUSIP Number)

December 31, 2023

(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 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).

Syros Pharmaceuticals, Inc. (the “Issuer”)

35 CambridgePark Drive, 4^th Floor

Cambridge, MA 02140

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

Ally Bridge MedAlpha Master Fund L.P. (“MedAlpha”)

Ally Bridge Group (NY) LLC

ABG Management Ltd.

Mr. Fan Yu

The address for each of MedAlpha and Ally Bridge Group (NY) LLC is 430 Park Avenue, 12th Floor, New York, NY 10022.

The address for each of the other Reporting Persons is Suites 2128 & 2153, Level 21, New World Tower 16-18 Queen’s Road Central, Central, Hong Kong.

Ally Bridge Group (NY) LLC is an entity organized under the laws of State of Delaware. Mr. Fan Yu is a citizen of Hong Kong. Each of the other Reporting Persons is organized under the laws of the Cayman Islands.

Common stock, $0.001 par value (“Common Stock”).

87184Q206

Not applicable.

(a-c)

The ownership information presented below represents beneficial ownership of Common Stock of the Issuer, based on 21,638,047 shares of Common Stock outstanding, which includes (i) 21,067,071 shares of Common Stock outstanding as of November 10, 2023, as disclosed in the Issuer’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2023, and (ii) 570,976 shares of Common Stock issuable upon exercise of warrants held of record by MedAlpha that are presently exercisable or exercisable within 60 days of the date of this filing.

MedAlpha may be deemed to be the beneficial owner of 570,976 shares of Common Stock issuable upon exercise of warrants held of record by MedAlpha.

Mr. Fan Yu is the sole shareholder of ABG Management Ltd., which is the sole member of Ally Bridge Group (NY) LLC, which manages MedAlpha’s investments. As such, each of the foregoing entities and Mr. Fan Yu may be deemed to share beneficial ownership of the shares held of record by MedAlpha. Each of them disclaims any such beneficial ownership.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☒

Not applicable.

Not applicable.

Not applicable.

Not applicable.

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, other than activities solely in connection with a nomination under §240.14a-11.

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.

Date: February 13, 2024

LIST OF EXHIBITS