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CUSIP No. 834203200 |
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13D |
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Page 12 of 15 pages |
Item 5. |
Interest in Securities of the Issuer. |
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a) (b) The following sets forth, as of the date of this Schedule 13D, the aggregate number of shares of Common Stock and percentage of Common Stock
beneficially owned by each of the Reporting Persons, as well as the number of shares of Common Stock as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to
dispose or to direct the disposition of, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 28,965,118 shares of Common Stock, which includes (i) 27,602,939 shares of Common Stock outstanding as of
October 12, 2023, as provided by the Issuer, (ii) 1,326,368 shares of Common Stock issued to Abingworth Bioventures VII LP pursuant to the Tranche B Warrant exercise, (iii) 20,247 shares of Common Stock underlying stock options exercisable
within 60 days as of the date hereof and (iv) 15,564 shares of Common Stock underlying warrants convertible within 60 days as of the date hereof.
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Reporting Person |
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Amount beneficially owned |
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Percent of class |
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Sole power to vote or to direct the vote |
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Shared power to vote or to direct the vote |
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Sole power to dispose or to direct the disposition |
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Shared power to dispose or to direct the disposition |
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The Carlyle Group Inc. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Carlyle Holdings I GP Inc. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Carlyle Holdings I GP Sub L.L.C. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Carlyle Holdings I L.P. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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CG Subsidiary Holdings L.L.C. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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TC Group, L.L.C. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Carlyle Investment Management L.L.C. |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Carlyle Genesis UK LLC |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Abingworth LLP |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Abingworth Bioventures VII LP |
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2,893,615 |
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9.99 |
% |
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0 |
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2,893,615 |
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0 |
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2,893,615 |
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Includes (i) 2,857,804 shares of Common Stock held of record by Abingworth Bioventures VII LP, (ii) 20,247
shares of Common Stock underlying stock options exercisable within 60 days as of the date hereof and (iii) 15,564 shares of Common Stock underlying warrants convertible within 60 days as of the date hereof.
The amount of securities disclosed excludes (i) 514,666 shares of Common Stock underlying the March 2022 Warrants, which contain a provision
prohibiting exercise to the extent that the holder, together with its affiliates, would beneficially own in excess of 4.99% of the total number of shares of Common Stock then issued and outstanding, and (ii) 1,213,758 shares of Common Stock
underlying the Prefunded Warrants, which contain a provision prohibiting exercise to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the total number of shares of Common Stock then issued and
outstanding.