Amendment: SEC Form SC 13D/A filed by Tyra Biosciences Inc.
Washington, D.C. 20549
(RULE 13D - 101)
AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
1
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NAMES OF REPORTING PERSONS
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Boxer Capital, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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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)
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N/A
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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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
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0 |
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8
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SHARED VOTING POWER
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0
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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1
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NAMES OF REPORTING PERSONS
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MVA Investors, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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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)
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N/A
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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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
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0 |
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8
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SHARED VOTING POWER
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85,939
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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85,939
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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85,939
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.2%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO |
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1
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NAMES OF REPORTING PERSONS
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Aaron I. Davis
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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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)
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N/A
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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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
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0
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8
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SHARED VOTING POWER
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6,534,298
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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6,534,298
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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6,534,298
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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12.4%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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1
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NAMES OF REPORTING PERSONS
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Boxer Capital Management, LLC |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
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(b)
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☒
|
||||
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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)
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N/A
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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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
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0
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8
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SHARED VOTING POWER
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6,448,359
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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6,448,359
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11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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6,448,359
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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||||
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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12.2%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO, IA
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1
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NAMES OF REPORTING PERSONS
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Siddarth Subramony |
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
|
☐
|
||
(b)
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☒
|
||||
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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)
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N/A
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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|
☐
|
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America |
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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
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0
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|||
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8
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SHARED VOTING POWER
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38,300
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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38,300
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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38,300
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||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
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||||
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0.1%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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Item 2.
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Identity and Background.
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Item 3.
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Source and Amount of Funds or Other Consideration.
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Item 4.
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Purpose of Transaction.
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Item 5.
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Interest in Securities of the Issuer.
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(i)
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Sole power to vote or to direct the vote:
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None of the Reporting Persons has the sole power to vote or to direct the vote of any shares of Common Stock of the Issuer.
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(ii)
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Shared power to vote or to direct the vote:
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BCM, MVA Investors, Mr. Davis and Dr. Subramony have shared power to vote or to direct the vote of 6,572,598 shares of Common Stock.
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(iii)
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Sole power to dispose or to direct the disposition of:
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None of the Reporting Persons has sole power to vote or to direct the vote of any shares of Common Stock of the Issuer.
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(iv)
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Shared power to dispose or to direct the disposition of:
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BCM, MVA Investors, Mr. Davis and Dr. Subramony have shared power to dispose or to direct the disposition of 6,572,598 shares of Common Stock.
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Item 7.
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Material to be Filed as Exhibits.
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Exhibit No.
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Description
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Exhibit 3
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Joint Filing Agreement, dated October 15, 2024, among Boxer Capital, Mr. Davis, MVA Investors, Dr. Subramony and BCM.
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BOXER CAPITAL, LLC
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By: Boxer Asset Management Inc.
Its: Manager
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By:
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/s/Paul Higgs |
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Name:
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Paul Higgs
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Title:
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Director
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AARON I. DAVIS
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/s/Aaron Davis |
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Aaron I. Davis, Individually
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SIDDARTH SUBRAMONY
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/s/ Siddarth Subramony |
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Siddarth Subramony, Individually
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MVA INVESTORS, LLC
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By:
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/s/ Aaron I. Davis |
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Name:
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Aaron I. Davis
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Title:
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Authorized Signatory
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BOXER CAPITAL MANAGEMENT, LLC
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By:
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/s/ Aaron I. Davis |
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Name:
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Aaron I. Davis
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Title:
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Chief Executive Officer
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BOXER CAPITAL, LLC
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By: Boxer Asset Management Inc.
Its: Manager
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By:
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/s/ Paul Higgs |
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Name:
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Paul Higgs
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Title:
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Director
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AARON I. DAVIS
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/s/ Aaron I. Davis |
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Aaron I. Davis, Individually
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SIDDARTH SUBRAMONY
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Siddarth Subramony, Individually
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MVA INVESTORS, LLC
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By:
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/s/ Aaron I. Davis |
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Name:
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Aaron I. Davis
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Title:
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Authorized Signatory
|
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BOXER CAPITAL MANAGEMENT, LLC
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||||
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By:
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/s/ Aaron I. Davis |
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Name:
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Aaron I. Davis
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Title:
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Chief Executive Officer
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Name
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Present Principal Occupation or Employment
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Citizenship
|
Boxer Asset Management Inc.
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Manager
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Bahamas
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Name
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Present Principal Occupation or Employment
|
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Citizenship
|
Aaron I. Davis
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Manager, Chief Executive Officer
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United States
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Christopher Fuglesang
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Member, President
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United States
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Name
|
Present Principal Occupation or Employment
|
Citizenship
|
||
Aaron I. Davis
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Chief Executive Officer; Chief Investment Officer; Manager
|
United States
|
||
Christopher Fuglesang |
Senior Managing Director |
United States |
||
Michael Beauchamp
|
Vice President of Finance
|
United States
|