Form SC 13G - Statement of acquisition of beneficial ownership by individuals
May 23 2024 - 4:30PM
Edgar (US Regulatory)
United
States
Securities
and Exchange Commission
Washington,
D.C. 20549
Schedule
13G
(Rule
13d-102)
Information to be Included in Statements Filed Pursuant
to
§ 240.13d-1(b), (c) and (d) and Amendments Thereto Filed
Pursuant
to § 240.13d-2
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
(Amendment
No. )*
Karyopharm
Therapeutics Inc.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
48576U106
(CUSIP
Number)
May
13, 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:
| ☐ |
Rule 13d-1(b) |
| ☒ |
Rule 13d-1(c) |
| ☐ |
Rule 13d-1(d) |
*
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).
CUSIP
No. 48576U106 |
Schedule
13G |
Page
1 of 6 |
| 1 |
Names
of Reporting Persons
J. Wood Capital Advisors LLC |
| 2 |
Check
the Appropriate Box if a Member of a Group
(a)
☐
(b) ☐
|
| 3 |
SEC
Use Only
|
| 4 |
Citizenship
or Place of Organization
California |
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5 |
Sole
Voting Power
0 |
| 6 |
Shared
Voting Power
6,872,027 |
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
6,872,027
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,872,027
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
5.5%
|
| 12 |
Type
of Reporting Person
OO (Limited Liability Company)
|
CUSIP
No. 48576U106 |
Schedule
13G |
Page
2 of 6 |
| 1 |
Names
of Reporting Persons
Jason Wood |
| 2 |
Check
the Appropriate Box if a Member of a Group
(a)
☐
(b) ☐
|
| 3 |
SEC
Use Only
|
| 4 |
Citizenship
or Place of Organization
United
States |
| Number
of Shares Beneficially Owned by Each Reporting Person With |
5 |
Sole
Voting Power
0
|
| 6 |
Shared
Voting Power
6,872,027
|
| 7 |
Sole
Dispositive Power
0
|
| 8 |
Shared
Dispositive Power
6,872,027
|
| 9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person
6,872,027
|
| 10 |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares
Not
Applicable
|
| 11 |
Percent
of Class Represented by Amount in Row 9
5.5%
|
| 12 |
Type
of Reporting Person
IN |
CUSIP
No. 48576U106 |
Schedule
13G |
Page
3 of 6 |
| ITEM
1. | (a)
|
Name
of Issuer: |
| | |
|
| | |
Karyopharm
Therapeutics Inc. (the “Issuer”) |
|
(b) | Address
of Issuer’s Principal Executive Offices: |
| |
| |
| |
| 85
Wells Avenue, 2nd Floor, Newton, MA 02459 |
| ITEM
2. | (a) |
Name
of Person Filing: |
| | |
|
| | |
Each
of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting
Persons.” This statement is filed on behalf of: |
| | |
|
| | |
J.
Wood Capital Advisors LLC |
| | |
Jason
Wood |
| | |
|
| | (b) |
Address
or Principal Business Office: |
| | |
|
| | |
The
principal business address of each of the Reporting Persons is 1820 Calistoga Road, Santa Rosa, CA 95404. |
| | |
|
| | (c) |
Citizenship
of each Reporting Person is: |
| | |
|
| | |
J.
Wood Capital Advisors LLC is organized under the laws of the state of California. Jason Wood is a citizen of the United States. |
| | |
|
| | (d) |
Title
of Class of Securities: |
| | |
|
| | |
Common
stock, $0.0001 par value (“Common Stock”) |
| | |
|
| | (e) |
CUSIP
Number: |
| | |
|
| | |
48576U106 |
CUSIP
No. 48576U106 |
Schedule
13G |
Page
4 of 6 |
The
ownership information presented below represents beneficial ownership of the shares of Common Stock, based upon 124,608,532 shares of
Common Stock outstanding as of May 13, 2024.
| Reporting
Person | |
Amount beneficially owned | | |
Percent of
class: | | |
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: | | |
Shared power
to dispose
or to
direct the disposition of: | |
| J.
Wood Capital Advisors LLC | |
| 6,872,027 | | |
| 5.5 | % | |
| 0 | | |
| 6,872,027 | | |
| 0 | | |
| 6,872,027 | |
| Jason
Wood | |
| 6,872,027 | | |
| 5.5 | % | |
| 0 | | |
| 6,872,027 | | |
| 0 | | |
| 6,872,027 | |
J.
Wood Capital Advisors LLC is the record holder of the shares of Common Stock reported herein. Jason Wood is the managing member of J.
Wood Capital Advisors LLC. As a result, Jason Wood may be deemed to share beneficial ownership of the shares of Common Stock directly
held by J. Wood Capital Advisors LLC.
| ITEM
5. | Ownership
of Five Percent or Less of a Class. |
Not
applicable.
| 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.
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, other than activities solely
in connection with a nomination under §240.14a-11.
CUSIP
No. 48576U106 |
Schedule
13G |
Page
5 of 6 |
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.
| Date:
May 23, 2024 |
J.
Wood Capital Advisors LLC
|
| |
|
| |
By: |
/s/
Jason Wood |
| |
Name: |
Jason
Wood |
| |
Title: |
Managing
Member |
| |
|
|
| |
Jason
Wood |
| |
|
| |
/s/
Jason Wood |
CUSIP
No. 48576U106 |
Schedule
13G |
Page
6 of 6 |
LIST
OF EXHIBITS
Exhibit
99
JOINT
FILING AGREEMENT
In
accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that
they are jointly filing this statement on Schedule 13G. Each of them is responsible for the timely filing of such statement and any amendments
thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible
for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason
to believe that such information is inaccurate.
IN
WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of the 23rd day of May, 2024.
|
J.
Wood Capital Advisors LLC
|
| |
|
| |
By: |
/s/ Jason Wood |
| |
Name: |
Jason Wood |
| |
Title: |
Managing Member |
| |
|
|
| |
Jason Wood |
| |
|
| |
/s/ Jason Wood |
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