CUSIP No. 0087A 105
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Schedule 13D
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Item 1. Security and Issuer.
This Amendment No. 6 (the Amendment) to Schedule 13D amends the Schedule 13D filed by the Reporting Persons (defined below) with the SEC on July 5, 2017, as previously amended on August 22, 2018, March 18, 2019, April 3, 2019, March 18, 2020 and April 13, 2020 (the Original Schedule 13D and, together with the Amendment, the Schedule 13D) and relates to the common stock, par value $0.001 per share (the Common Stock), of Aileron Therapeutics, Inc., a Delaware corporation (the Issuer). The address of the Issuers principal executive office is 490 Arsenal Way, Watertown, MA 02472.
As a result of the open market sales reported in Item 5(c) of this Amendment, on April 14, 2020, each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Stock of the Issuer. The filing of this Amendment represents the final amendment to the Original Schedule 13D and constitutes an exit filing for the Reporting Persons.
Except as otherwise described herein, the information contained in the Original Schedule 13D remains in effect. Capitalized terms used but not defined in this Amendment shall have the respective meanings set forth with respect thereto in the Original Schedule 13D.
Item 2. Identity and Background.
No changes.
Item 3. Source and Amounts of Funds or Other Consideration.
No changes.
Item 4. Purpose of Transaction.
The information set forth in Item 5(c) of this Amendment is incorporated herein by reference. Otherwise, there are no changes to the disclosure provided under this Item 4 in the Original Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) As of the date hereof, the Reporting Persons may be deemed, for purposes of Rule 13d-3 of the Act, directly or indirectly, including by reason of their mutual affiliation, to be the beneficial owners of 1,199,904 shares of Common Stock. NBV is a wholly-owned indirect subsidiary of Novartis. Based on 27,810,358 shares of Common Stock outstanding as of March 20, 2020, as reported in the Issuers annual report on Form 10-K filed with the SEC on March 30, 2020, the Common Stock held by the Reporting Persons constitutes 4.31% of the outstanding shares of Common Stock of the Issuer.
(b) With respect to the number of shares of Common Stock as to which each Reporting Person has:
(i) sole power to vote or to direct the vote with respect to such shares of Common Stock, please see row 7 of the applicable cover sheet to this Amendment for such Reporting Person;
(ii) shared power to vote or to direct the vote with respect to such shares of Common Stock, please see row 8 of the applicable cover sheet to this Amendment for such Reporting Person;
(iii) sole power to dispose or direct the disposition of such shares of Common Stock, please see row 9 of the applicable cover sheet to this Amendment for such Reporting Person; and
(iv) shared power to dispose or to direct the disposition of such shares of Common Stock, please see row 10 of the applicable cover sheet to this Amendment for such Reporting Person.
(c) Other than the open market sales referred to below or previously reported in the Original Schedule 13D, none of (i) the Reporting Persons or, (ii) to the Reporting Persons knowledge, the persons set forth on Schedule I hereto has effected any transaction in the Common Stock during the past 60 days.
On April 15, 2020, the Reporting Persons sold 98,331 shares of Common Stock at a weighted average price of $0.65 per share (price range: $0.54 $0.70).
On April 14, 2020, the Reporting Persons sold 142,028 shares of Common Stock at a weighted average price of $0.66 per share (price range: $0.61 $0.74).
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CUSIP No. 0087A 105
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Schedule 13D
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On April 13, 2020, the Reporting Persons sold 132,022 shares of Common Stock at a weighted average price of $0.55 per share (price range: $0.45 $0.64).
The Reporting Persons undertake to provide the Issuer, any stockholder of the Issuer, or the Staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this Item 5(c).
(d) Not applicable.
(e) As a result of the transactions described herein, on April 14, 2020, each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Stock of the Issuer. The filing of this Amendment represents the final amendment to the Original Schedule 13D and constitutes an exit filing for the Reporting Persons.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
No changes.
Item 7. Material to be Filed as Exhibits.
Exhibit Number
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Description
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99.1
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Agreement regarding joint filing of Schedule 13D
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