Statement of Ownership (sc 13g)
February 10 2023 - 04:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
CABALETTA BIO, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
12674W109
(CUSIP Number)
January 31, 2023
(Date of Event Which Requires Filing of this
Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
☒ Rule 13d-1(b)
☐ Rule 13d-1(c)
☐ Rule 13d-1(d)
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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.
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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).
CUSIP No. 12674W109
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1. |
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Names of Reporting Persons
Alger Associates, Inc. 13-3017981
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2. |
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Check the Appropriate Box if a Member of a Group (See
Instructions)
(a) ☐ (b) ☐
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3. |
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SEC Use Only
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4. |
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Citizenship or Place of Organization
New York
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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5. |
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Sole Voting Power
3,478,427
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6. |
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Shared Voting Power
0
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7. |
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Sole Dispositive Power
3,478,427
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8. |
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Shared Dispositive Power
0
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9. |
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,478,427
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10. |
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Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
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11. |
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Percent of Class Represented by Amount in Row (9)
11.9%
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12. |
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Type of Reporting Person (See Instructions)
HC
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2
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Item 1. |
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(a) |
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Name of Issuer
Cabaletta Bio, Inc.
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(b) |
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Address of Issuer’s Principal Executive Offices
2929 Arch Street, Suite 600
Philadelphia, PA 19104
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Item 2. |
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(a) |
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Name of Person Filing
Alger Associates, Inc.
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(b) |
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Address of Principal Business Office or, if none, Residence
100 Pearl Street, 27th Floor, New York, NY 10004
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(c) |
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Citizenship
New York
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(d) |
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Title of Class of Securities
Common Stock
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(e) |
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CUSIP Number
12674W109
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Item 3. |
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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: |
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(a) |
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☐ Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o);
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(b) |
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☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c);
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(c) |
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☐ Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c);
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(d) |
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☐ Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e) |
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☐ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f) |
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☐ An employee benefit plan or endowment fund in accordance
with §240.13d-1(b)(1)(ii)(F);
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(g) |
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☒ A parent holding company or control person in accordance
with §240.13d-1(b)(1)(ii)(G);
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(h) |
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☐ A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i) |
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☐ A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3);
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(j) |
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☐ A non-U.S.
institution in accordance with § 240.13d–1(b)(1)(ii)(J);
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(k) |
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☐ Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If
filing as a non-U.S.
institution in accordance with§ 240.13d–1(b)(1)(ii)(J), please
specify the type of
institution:
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3
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Provide the following information
regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1. |
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(a)
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Amount beneficially owned:
3,478,427
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(b)
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Percent of class:
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11.9%
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(c)
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Number of shares as to which the person has:
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(i) |
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Sole power to vote or to direct the vote |
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3,478,427 |
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(ii) |
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Shared power to vote or to direct the vote |
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0 |
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(iii) |
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Sole power to dispose or to direct the disposition
of |
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3,478,427 |
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(iv) |
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Shared power to dispose or to direct the
disposition of |
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0 |
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Item 5. |
Ownership of Five Percent or Less of a
Class
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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
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The securities reported herein are beneficially owned by one or
more open-end investment
companies or other managed accounts that are investment management
clients of Fred Alger Management, LLC (“FAM”), a registered
investment adviser. FAM is a 100% owned subsidiary of Alger Group
Holdings, LLC (“AGH”), a holding company. AGH is a 100% owned
subsidiary of Alger Associates, Inc., a holding company.
Item 7. |
Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent Holding
Company or Control Person
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See Exhibit A
Item 8. |
Identification and Classification of Members of the
Group
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Item 9. |
Notice of Dissolution of Group
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By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and 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, other
than activities solely in connection with a nomination under §
240.14a-11.
4
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.
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By: |
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Alger Associates, Inc. |
By: |
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/s/ Hal
Liebes |
Name: |
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Hal Liebes |
Title: |
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Secretary |
Date: |
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February 10, 2023 |
5
Exhibit A
Subsidiary
Alger Group Holdings, LLC* — HC
Fred Alger Management, LLC* — IA
* Entity beneficially owns 5% or greater of the outstanding shares
of the security class being reported on this Schedule 13G.
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