Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
February 14 2024 - 4:15PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
Savara
Inc.
(Name
of Issuer)
Common
stock, par value $0.001 per share
(Title
of Class of Securities)
805111101
(CUSIP
Number)
January
24, 2024
(Date
of Event which Requires Filing of this Statement)
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
| * | The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover
page. |
The
information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the Notes).
1 |
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Zambon SpA (“ZSPA”) |
2 |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☒
|
3 |
SEC Use Only
|
4 |
Citizenship or Place of Organization.
Italy |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With |
5 |
Sole Voting Power
4,680,000 shares |
6 |
Shared Voting Power
0 shares |
7 |
Sole Dispositive Power
4,680,000 shares |
8 |
Shared Dispositive Power
0 shares |
9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
4,680,000 shares |
10 |
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)
☐ |
11 |
Percent of Class Represented by Amount in Row (9)*
3.46% |
12 |
Type of Reporting Person (See Instructions)
CO |
1 |
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Zambon Company SpA (“ZCSPA”) |
2 |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ☒
|
3 |
SEC Use Only
|
4 |
Citizenship or Place of Organization.
Italy |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With |
5 |
Sole Voting Power
4,680,000 shares (1) |
6 |
Shared Voting Power
0 shares |
7 |
Sole Dispositive Power
4,680,000 shares (1) |
8 |
Shared Dispositive Power
0 shares |
9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
4,680,000 shares (1) |
10 |
Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)
☐ |
11 |
Percent of Class Represented by Amount in Row (9)*
3.46% |
12 |
Type of Reporting Person (See Instructions)
CO |
| (1) | Represents shares held directly by ZSPA, a wholly-owned subsidiary
of ZCSPA |
Item 1.
Savara
Inc.
| (b) | Address
of Issuer’s Principal Executive Offices |
1717
Langhorne Newtown Road, Suite 300
Langhorne,
Pennsylvania 19047
Item 2.
This
statement is filed by the following entities and individuals (collectively, referred to as the “Reporting Persons”):
Zambon
Company SpA (“ZCSPA”) and Zambon SpA (“ZSPA”). The foregoing entities are collectively referred to as the “Reporting
Persons.”
| (b) | Address
of Principal Business Office or, if none, Residence |
The
address of the principal business office for each of the Reporting Persons is:
Zambon
Company SpA
Via
Lillo del Duca, 10
Bresso,
MI 20091
Italy
Zambon
SpA
Via
Lillo del Duca, 10
Bresso,
MI 20091
Italy
ZCSPA
is a corporation organized under the laws of Italy. ZSPA is a corporation organized under the laws of Italy.
| (d) | Title
of Class of Securities |
Common
stock, par value $0.001 per share
805111101
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not
applicable.
Item 4. Ownership
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
| (a) | Amount
Beneficially Owned |
See
Row 9 of cover page for each Reporting Person.
See
Row 11 of cover page for each Reporting Person.
The
percentage set forth in this Schedule 13G/A is calculated based upon 135,341,024 shares of Common Stock outstanding as of November 9,
2023, as reported in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023 filed with the
Securities and Exchange Commission on November 9, 2023.
| (c) | Number
of shares as to which such person has: |
| (i) | sole
power to vote or to direct the vote |
See
Row 5 of cover page for each Reporting Person.
| (ii) | shared
power to vote or to direct the vote |
See
Row 6 of cover page for each Reporting Person.
| (iii) | sole
power to dispose or to direct the disposition of |
See
Row 7 of cover page for each Reporting Person.
| (iv) | shared
power to dispose or to direct the disposition of |
See
Row 8 of cover page for each Reporting Person.
Item 5.
Ownership of Five Percent or Less of a Class
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the following ☒.
Item 6. Ownership of More than Five Percent on Behalf of another Person
Not
applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not
applicable.
Item 8. Identification and Classification of Members of the Group
Not
applicable.
Item 9. Notice of Dissolution of Group
Not
applicable.
Item 10. Certification
By
signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction having that purpose or effect.
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.
February 13,
2024
ZAMBON
COMPANY SPA
By: |
/s/ Giovanni Magnaghi |
|
Name: |
Giovanni Magnaghi |
|
Title: |
Authorized Signatory |
|
ZAMBON SPA |
|
|
By: |
/s/ Giovanni Magnaghi |
|
Name: |
Giovanni Magnaghi |
|
Title: |
Authorized Signatory |
|
6
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