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
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Allurion Technologies, Inc. (Name of Issuer) |
Common stock, par value $0.0001 per share (the "Shares") (Title of Class of Securities) |
02008G102 (CUSIP Number) |
07/01/2024 (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)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 02008G102 |
| 1 | Names of Reporting Persons
Leavitt Equity Partners III, L.P. | ||||||||
| 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
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
462,762.00 | ||||||||
| 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)
7.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: (1) Includes 462,762 shares of common stock. Does not include 702,038 shares of common stock that cannot currently be acquired upon the exercise of warrants due to the contractual limitation that a holder of such warrants does not have the right to exercise the warrants to the extent that, after giving effect to such exercise, the holder (together with its affiliates) would beneficially own in excess of 4.99% of the shares of common stock outstanding immediately after giving effect to such exercise (the "Beneficial Ownership Cap"). Calculated based upon 5,961,714 shares of common stock outstanding, as disclosed in the issuer's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on February 20, 2025.
SCHEDULE 13G
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| CUSIP No. | 02008G102 |
| 1 | Names of Reporting Persons
Leavitt Equity Partners III, LLC | ||||||||
| 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
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
462,762.00 | ||||||||
| 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)
7.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: (1) Includes 462,762 shares of common stock. Does not include 702,038 shares of common stock that cannot currently be acquired upon the exercise of warrants due to the Beneficial Ownership Cap. Calculated based upon 5,961,714 shares of common stock outstanding, as disclosed in the issuer's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on February 20, 2025.
SCHEDULE 13G
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| CUSIP No. | 02008G102 |
| 1 | Names of Reporting Persons
LEP Management LLC | ||||||||
| 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
UTAH
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
462,762.00 | ||||||||
| 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)
7.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: (1) Includes 462,762 shares of common stock. Does not include 702,038 shares of common stock that cannot currently be acquired upon the exercise of warrants due to the Beneficial Ownership Cap. Calculated based upon 5,961,714 shares of common stock outstanding, as disclosed in the issuer's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on February 20, 2025.
SCHEDULE 13G
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| CUSIP No. | 02008G102 |
| 1 | Names of Reporting Persons
Leavitt Legacy, LLC | ||||||||
| 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
UTAH
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
462,762.00 | ||||||||
| 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)
7.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: (1) Includes 462,762 shares of common stock. Does not include 702,038 shares of common stock that cannot currently be acquired upon the exercise of warrants due to the Beneficial Ownership Cap. Calculated based upon 5,961,714 shares of common stock outstanding, as disclosed in the issuer's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on February 20, 2025.
SCHEDULE 13G
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| CUSIP No. | 02008G102 |
| 1 | Names of Reporting Persons
Taylor Leavitt | ||||||||
| 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
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
462,762.00 | ||||||||
| 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)
7.8 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: (1) Includes 462,762 shares of common stock. Does not include 702,038 shares of common stock that cannot currently be acquired upon the exercise of warrants due to the Beneficial Ownership Cap. Calculated based upon 5,961,714 shares of common stock outstanding, as disclosed in the issuer's Prospectus Supplement filed pursuant to Rule 424(b)(5) with the Securities and Exchange Commission on February 20, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Allurion Technologies, Inc. | |
| (b) | Address of issuer's principal executive offices:
11 Huron Drive Ste 200, Natick, MA 01760 | |
| Item 2. | ||
| (a) | Name of person filing:
This Schedule 13G is being jointly filed by (i) Leavitt Equity Partners III, L.P., a Delaware limited partnership ("LEP III LP"), (ii) Leavitt Equity Partners III, LLC, a Delaware limited liability company ("LEP III LLC"), (iii) LEP Management LLC, a Utah limited liability company ("LEP Management"), (iv) Leavitt Legacy LLC, a Utah limited liability company ("Legacy"), and (v) Taylor Leavitt (collectively, the "Reporting Persons").LEP III LLC is the general partner of LEP III LP, which is an investment limited partnership. LEP Management is the investment advisor of LEP III LP. Legacy is the manager of LEP III LLC. Mr. Leavitt is the sole owner of Legacy. The Reporting Persons have entered into a Joint Filing Agreement dated as of February 25, 2025, a copy of which is attached as Exhibit 1 hereto, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly.The filing of this statement shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any securities covered by the statement other than the securities actually owned by such person (if any). | |
| (b) | Address or principal business office or, if none, residence:
The address of each of the Reporting Persons is 95 South State Street, Suite 2190, Salt Lake City, UT 84111. | |
| (c) | Citizenship:
LEP III LLC, is organized as a limited liability company under the laws of the State of Delaware. LEP Management and Legacy are organized as limited liability companies under the laws of the State of Utah. LEP III LP is organized as a limited partnership under the laws of the State of Delaware. Mr. Leavitt is a U.S. citizen. | |
| (d) | Title of class of se
curities:
Common stock, par value $0.0001 per share (the "Shares") | |
| (e) | CUSIP No.:
02008G102 | |
| 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: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | 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);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
462,762 shares | |
| (b) | Percent of class:
7.8% of the shares outstanding %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
462,762 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
462,762 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| 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. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| 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 held in the ordinary course of business and 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.
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