Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Venrock Healthcare Capital Partners III, L.P.

2. Date of Event Requiring Statement (MM/DD/YYYY) 5/22/2020

3. Issuer Name and Ticker or Trading Symbol

Altimmune, Inc. [ALT]

(Last) (First) (Middle)

C/O VENROCK, 7 BRYANT PARK, 23RD FLOOR

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director ___X___ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

NEW YORK, NY 10018

(City) (State) (Zip)

5. If Amendment, Date Original Filed(MM/DD/YYYY)

6. Individual or Joint/Group Filing(Check Applicable Line)

___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1696364	I	By Funds ⁽¹⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

(1)

Represents (a) 969,473 shares of common stock held by Venrock Healthcare Capital Partners III, L.P. ("VHCP III"), (b) 96,862 shares of common stock held by VHCP Co-Investment Holdings III, LLC ("VHCP III Co"), (c) 448,349 shares of common stock held by Venrock Healthcare Capital Partners II, L.P. ("VHCP II"), and (d) 181,680 shares of common stock held by VHCP Co-Investment Holdings II, LLC ("VHCP II Co"). VHCP Management III, LLC ("VHCPM III") is the sole general partner of VHCP III and the sole manager of VHCP III Co. VHCP Management II, LLC ("VHCPM II") is the sole general partner of VHCP II and the sole manager of VHCP II Co. Dr. Bong Koh and Nimish Shah are the voting members of VHCPM III and VHCPM II. Dr. Koh, Mr. Shah, VHCPM III and VHCPM II disclaim beneficial ownership over all shares held by VHCP III, VHCP III Co, VHCP II and VHCP II Co, except to the extent of their respective indirect pecuniary interests therein.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Venrock Healthcare Capital Partners III, L.P. C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
VHCP Co-Investment Holdings III, LLC C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
VHCP Management III, LLC C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
Venrock Healthcare Capital Partners II, L.P. C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
VHCP Co-Investment Holdings II, LLC C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
VHCP Management II, LLC C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
Koh Bong Y C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X
Shah Nimish P C/O VENROCK 7 BRYANT PARK, 23RD FLOOR NEW YORK, NY 10018		X

Signatures
/s/ David L. Stepp, Authorized Signatory		5/28/2020
^**Signature of Reporting Person		Date
/s/ Bong Koh		5/28/2020
^**Signature of Reporting Person		Date
/s/ Nimish Shah		5/28/2020
^**Signature of Reporting Person		Date