CUSIP No.
042797209
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1.
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Names of Reporting Persons
Novartis Institutes for BioMedical Research, Inc.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
None
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8.
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Shared Voting Power
3,321,383
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9.
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Sole Dispositive Power
None
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10.
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Shared Dispositive Power
3,321,383
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,321,383
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
4.44%*
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14.
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Type of Reporting Person (See Instructions)
CO
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* This calculation is based on 74,772,103 shares of Common Stock, par value $0.001 per share, outstanding as of August 1, 2017, as reported by the Issuer on its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2017, filed by the Issuer with the Securities and Exchange Commission on August 3, 2017.
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CUSIP No.
042797209
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1.
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Names of Reporting Persons
Novartis AG
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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o
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(b)
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o
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
o
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6.
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Citizenship or Place of Organization
Switzerland
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
None
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8.
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Shared Voting Power
3,321,383
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9.
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Sole Dispositive Power
None
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10.
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Shared Dispositive Power
3,321,383
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,321,383
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|
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
o
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13.
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Percent of Class Represented by Amount in Row (11)
4.44%*
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14.
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Type of Reporting Person (See Instructions)
CO
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* This calculation is based on 74,772,103 shares of Common Stock, par value $0.001 per share, outstanding as of August 1, 2017, as reported by the Issuer on its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2017, filed by the Issuer with the Securities and Exchange Commission on August 3, 2017.
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Explanatory Note
This Amendment No. 1 (the Amendment No. 1) amends the statement on Schedule 13D originally filed by the Reporting Persons on February 12, 2016. The Items below amend the information disclosed under the corresponding Item of the Schedule 13D as described below. Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D.
This Amendment No. 1 is being filed by the Reporting Persons primarily to report that they no longer beneficially own more than 5% of the Issuers outstanding Common Stock.
Item 5. Interest in Securities of the Issuer
Item 5(a) of the Schedule 13D is hereby amended and restated in its entirety to read as follows:
(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 the shares of Common Stock described in Item 3 above. NIBRI is a wholly-owned indirect subsidiary of Novartis.
Based on the 74,772,103 shares of the Issuers common stock outstanding as of August 1, 2017, according to the Issuers Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2017, filed by the Issuer with the Securities and Exchange Commission on August 3, 2017, the Common Stock held by the Reporting Persons constituted 4.44% of the outstanding shares of Common Stock of the Issuer as of that date.
Novartis, as the parent company of NIBRI, may be deemed to beneficially own all of the shares of Common Stock held directly by NIBRI.
Item 5(b) of the Schedule 13D is hereby amended to delete the last paragraph thereof, as Dr. Perry is no longer employed by Novartis.
Item 5(e) of the Schedule 13D is hereby amended and restated in its entirety to read as follows.
(e) The Reporting Persons determined that they were no longer beneficial owners of more than 5% of the Common Stock based on the 74,173,484 shares of Common Stock the Issuer reported as outstanding as of December 12, 2016, according to the Issuers Annual Report on Form 10-K for the fiscal year ended September 30, 2016, filed by the Issuer with the Securities and Exchange Commission on December 14, 2016.
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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.
Pursuant to Rule 13d-1(k)(1)(iii) of Regulation 13D-G of the General Rules and Regulations of the Securities Exchange Act of 1934, as amended, the undersigned agree that the attached statement is filed on behalf of each of them.
Dated: November 28, 2017
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NOVARTIS INSTITUTES FOR BIOMEDICAL RESEARCH, INC.
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By:
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/s/ Revathi Rammohan
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Name:
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Revathi Rammohan
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Title:
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Chief Financial Officer
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NOVARTIS AG
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By:
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/s/ Daniel Weiss
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Name:
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Daniel Weiss
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Title:
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Authorized Signatory
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By:
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/s/ Christian Rehm
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Name:
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Christian Rehm
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Title:
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Authorized Signatory
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