| 1. Name
and Address of Reporting Person * ICAHN CARL C |
2. Issuer Name and Ticker or Trading
Symbol ENZON PHARMACEUTICALS, INC. [ ENZN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
|
(Last)
(First)
(Middle)
C/O ICAHN CAPITAL LP, 16690 COLLINS AVENUE - PH-1 |
3. Date of Earliest Transaction (MM/DD/YYYY)
10/9/2020
|
|
(Street)
SUNNY ISLES BEACH, FL 33160
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
| Explanation of
Responses: |
| (1) |
Icahn Partners LP ("Icahn
Partners") directly beneficially owns 21,132,725 shares of Common
Stock, $0.01 par value per share ("Common Stock"), and 22,975
shares of Series C?Non-Convertible Redeemable?Preferred Stock,
$0.01 par value per share ("Preferred Stock"), and Icahn Partners
Master Fund LP ("Icahn Master") directly beneficially owns
14,923,911 shares of Common Stock and 16,302 shares of Preferred
Stock. |
| (2) |
Beckton Corp. ("Beckton") is
the sole stockholder of Icahn Enterprises G.P. Inc. ("Icahn
Enterprises GP"), which is the general partner of Icahn Enterprises
Holdings L.P. ("Icahn Enterprises Holdings"). Icahn Enterprises
Holdings is the sole member of IPH GP LLC ("IPH"), which is the
general partner of Icahn Capital LP ("Icahn Capital"). Icahn
Capital is the general partner of each of Icahn Onshore LP ("Icahn
Onshore") and Icahn Offshore LP ("Icahn Offshore"). Icahn Onshore
is the general partner of Icahn Partners. Icahn Offshore is the
general partner of Icahn Master. |
| (3) |
Beckton is 100 percent owned
by Carl C. Icahn. As such, Mr. Icahn is in a position indirectly to
determine the investment and voting decisions made by each of Icahn
Partners and Icahn Master. |
| (4) |
Each of Icahn Onshore, Icahn
Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP,
Beckton and Mr. Icahn may be deemed to indirectly beneficially own
(as that term is defined in Rule 13d-3 under the Act) the shares of
Common Stock and Preferred Stock which Icahn Partners owns. Each of
Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings,
Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial
ownership of such shares except to the extent of their pecuniary
interest therein. |
| (5) |
Each of Icahn Offshore,
Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises
GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially
own (as that term is defined in Rule 13d-3 under the Act) the
shares of Common Stock and Preferred Stock which Icahn Master owns.
Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises
Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims
beneficial ownership of such shares except to the extent of their
pecuniary interest therein. |
| (6) |
On October 9, 2020, the
subscription rights distributed by the Issuer in connection with
its rights offering (the "Rights Offering") expired. The Reporting
Persons acquired an aggregate of 39,277 units, at a price per unit
of $1,090, for an aggregate purchase price of $42,811,930,
constituting (x) the Reporting Persons' pro-rata share of the units
issued in the Rights Offering (5,971 units) and (y) all units that
remained unsubscribed for by other holders at the expiration of the
Rights Offering (33,306 units). Each unit acquired by the Reporting
Persons consisted of 750 shares of Common Stock and one share of
Preferred Stock, resulting in the acquisition by the Reporting
Persons of an aggregate of 29,457,750 shares of Common Stock and
39,277 shares of Preferred Stock. |
