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
(Rule 13d-102)
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Anika Therapeutics Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
035255108
(CUSIP Number)
November 20, 2013
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
þ Rule 13d-1(c)
o 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 disclosures provided in a prior page.
The information required on 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. |
035255108 |
| 1 | NAMES OF REPORTING PERSONS Fidia Farmaceutici S.p.A. I.R.S. Identification Nos. of above persons (entities only) | |||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||||||||||
| (a) o | ||||||||||||
| (b) o | ||||||||||||
| 3 | SEC USE ONLY | |||||||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||||||||
| Italy | ||||||||||||
| 5 | SOLE VOTING POWER | |||||||||||
| NUMBER OF | None | |||||||||||
| SHARES | 6 | SHARED VOTING POWER | ||||||||||
| BENEFICIALLY | ||||||||||||
| OWNED BY | None | |||||||||||
| EACH | 7 | SOLE DISPOSITIVE POWER | ||||||||||
| REPORTING | ||||||||||||
| PERSON | None | |||||||||||
| WITH | 8 | SHARED DISPOSITIVE POWER | ||||||||||
| None | ||||||||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||||||||
| None | ||||||||||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||||||||||
| Not applicable | ||||||||||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||||||||
| 0% | ||||||||||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||||||||||
| CO (Corporation) | ||||||||||||
| CUSIP No. |
035255108 |
| 1 |
NAMES OF REPORTING PERSONS P&R S.p.A. | |||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||||||||||
| (a) o | ||||||||||||
| (b) o | ||||||||||||
| 3 | SEC USE ONLY | |||||||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||||||||
| Italy | ||||||||||||
| 5 | SOLE VOTING POWER | |||||||||||
| NUMBER OF | None | |||||||||||
| SHARES | 6 | SHARED VOTING POWER | ||||||||||
| BENEFICIALLY | ||||||||||||
| OWNED BY | None | |||||||||||
| EACH | 7 | SOLE DISPOSITIVE POWER | ||||||||||
| REPORTING | ||||||||||||
| PERSON | None | |||||||||||
| WITH | 8 | SHARED DISPOSITIVE POWER | ||||||||||
| None | ||||||||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||||||||
| None | ||||||||||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||||||||||
| Not applicable | ||||||||||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||||||||
| 0% | ||||||||||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||||||||||
| CO | ||||||||||||
| CUSIP No. |
035255108 |
| 1 | NAMES OF REPORTING PERSONS Fiore Holding S.r.l. I.R.S. Identification Nos. of above persons (entities only) | |||||||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | |||||||||||
| (a) o | ||||||||||||
| (b) o | ||||||||||||
| 3 | SEC USE ONLY | |||||||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION | |||||||||||
| Italy | ||||||||||||
| 5 | SOLE VOTING POWER | |||||||||||
| NUMBER OF | None | |||||||||||
| SHARES | 6 | SHARED VOTING POWER | ||||||||||
| BENEFICIALLY | ||||||||||||
| OWNED BY | None | |||||||||||
| EACH | 7 | SOLE DISPOSITIVE POWER | ||||||||||
| REPORTING | ||||||||||||
| PERSON | None | |||||||||||
| WITH | 8 | SHARED DISPOSITIVE POWER | ||||||||||
| None | ||||||||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | |||||||||||
| None | ||||||||||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | |||||||||||
| Not applicable | ||||||||||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | |||||||||||
| 0% | ||||||||||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | |||||||||||
| CO | ||||||||||||
| Item 1(a). | Name of Issuer |
Anika Therapeutics, Inc., a Massachusetts corporation
| Item 1(b). | Address of Issuer’s Principal Executive Offices |
32 Wiggins Avenue, Bedford, MA 01730.
| Item 2(a). | Name of Person Filing |
| Item 2(b). | Address of Principal Business Office or, if None, Residence |
| Item 2(c). | Citizenship |
Fidia Farmaceutici S.p.A.
Via Ponte della Fabbrica 3/A
Abano Terme (PD), Italy CAP 35031
Citizenship: Italy
P&R S.p.A.
Via Milano n. 186
Garbagnate Milanese (MI), Italy CAP 20024
Citizenship: Italy
Fiore Holding S.r.l.
Via Principe Amedeo n. 3
Milano (MI), Italy CAP 20121
Citizenship: Italy
Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons”.
| Item 2(d) | Title of Class of Securities |
Common Stock, $0.01 par value per share.
| Item 2(c) | CUSIP No. |
035255108
| Item 3. | If this Statement is Filed Pursuant to Rules 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing is a: Not applicable |
| (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 73c). |
| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
| (d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| (e) | ¨ | An investment adviser in accordance with §13d-1(b)(1)(ii)(E). |
| (f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d 1(b)(1)(ii)(F). |
| (g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). |
| (h) | ¨ | A savings association 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). |
| (j) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: __________
| Item 4. | Ownership |
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned:
None.
(b) Percent of class:
For each of the Reporting Persons: 0%.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: None
(ii) Shared power to vote or to direct the vote: None
(iii) Sole power to dispose or to direct the disposition of: None
(iv) Shared power to dispose or to direct the disposition of: None
| 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 x:
| 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 |
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.
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: November 22, 2013
| FIDIA FARMACEUTICI S.P.A. | ||||
| /s/ | Carlo Pizzocaro | |||
| By: | Carlo Pizzocaro | |||
| Title: | Vice President | |||
| P&R S.P.A. | ||||
| /s/ | Francesco Pizzocaro | |||
| By: | Francesco Pizzocaro | |||
| Title: | Chairman | |||
| FIORE HOLDING S.R.L. | ||||
| /s/ | Francesco Pizzocaro | |||
| By: | Francesco Pizzocaro | |||
| Title: | Chairman | |||
Exhibit 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G and any amendments to it with respect to the Common Stock, par value $0.01 per share, of Anika Therapeutics Inc., and further agree that this Joint Filing Agreement be included as an Exhibit to those joint filings.
Dated: November 22, 2013
| FIDIA FARMACEUTICI S.P.A. | ||||
| /s/ | Carlo Pizzocaro | |||
| By: | Carlo Pizzocaro | |||
| Title: | Vice President | |||
| P&R S.P.A. | ||||
| /s/ | Francesco Pizzocaro | |||
| By: | Francesco Pizzocaro | |||
| Title: | Chairman | |||
| FIORE HOLDING S.R.L. | ||||
| /s/ | Francesco Pizzocaro | |||
| By: | Francesco Pizzocaro | |||
| Title: | Chairman | |||