Amendment: SEC Form SC 13G/A filed by Akoya BioSciences Inc.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
aMoon Growth Fund II, L.P.
|
|
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
Cayman Islands
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
4,672,670
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
4,672,670
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,672,670
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
9.44%(1)
|
|
12.
|
Type of Reporting Person (See Instructions)
PN
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
aMoon Growth Fund II G.P., L.P.
|
|
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
Cayman Islands
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
4,672,670
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
4,672,670
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,672,670
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
9.44%(1)
|
|
12.
|
Type of Reporting Person (See Instructions)
PN
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July
31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
aMoon Growth II General Partner Ltd.
|
|
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
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
4,672,670
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
4,672,670
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,672,670
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
9.44%(1)
|
|
12.
|
Type of Reporting Person (See Instructions)
CO
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July
31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
aMoon Edge Limited Partnership
|
|
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
Cayman Islands
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
205,789
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
205,789
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
205,789
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.42% (1)
|
|
12.
|
Type of Reporting Person (See Instructions)
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
aMoon Edge GP Ltd.
|
|
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
Cayman Islands
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
205,789
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
205,789
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
205,789
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.42% (1)
|
|
12.
|
Type of Reporting Person (See Instructions)
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
Hilliyon Holdings Ltd.
|
|
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
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
205,789
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
205,789
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
205,789
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.42% (1)
|
|
12.
|
Type of Reporting Person (See Instructions)
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
Berko Capital Ltd.
|
|
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
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
205,789
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
205,789
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
205,789
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.42% (1)
|
|
12.
|
Type of Reporting Person (See Instructions)
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
Dr. Yair C. Schindel
|
|
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
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
4,878,459
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
4,878,459
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,878,459
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
9.86% (1)
|
|
12.
|
Type of Reporting Person (See Instructions)
IN
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
CUSIP No.
|
00974H104
|
|
1.
|
Names of Reporting Persons
Dr. Tomer Berkovitz
|
|
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
Israel
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
205,789
|
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
205,789
|
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
205,789
|
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
☐
|
|
11.
|
Percent of Class Represented by Amount in Row (9)
0.42% (1)
|
|
12.
|
Type of Reporting Person (See Instructions)
IN
|
(1)
|
Based on 49,499,487 shares of Common Stock issued and outstanding at July 31, 2024, as reported in the Issuer’s Form 10-Q filed with the U.S. Securities and Exchange Committee on August 6, 2024.
|
Item 1(a)
|
Name of Issuer
|
Akoya Biosciences, Inc. (the “Issuer”).
|
Item 1(b)
|
Address of Issuer’s Principal Executive Offices
|
100 Campus Drive, 6th Floor, Marlborough, MA 01752.
|
Item 2(a)-(b)
|
Name of Person Filing; Address of Principal Business Office or, if none, Residence
|
1. |
aMoon Growth Fund II, L.P. (“aMoon”), 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
2. |
aMoon Growth Fund II G.P., L.P. (“aMoon G.P.”), 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
3. |
aMoon Growth II General Partner Ltd., (“aMoon Ltd.”), 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
4. |
aMoon Edge Limited Partnership (“aMoon Edge”) 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
5. |
aMoon Edge GP Ltd., (“aMoon Edge Ltd.”) 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
6. |
Hilliyon Holdings Ltd., (“Hilliyon”) 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
7. |
Berko Capital Ltd., an Israeli company (“Berko Capital”) 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
8. |
Dr. Yair C. Schindel (“Schindel”), 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
9. |
Dr. Tomer Berkovitz (“Berkovitz”) 34 Yerushalaim Rd, Beit Gamla, 6th Floor, Ra’anana, 4350110, Israel.
|
The foregoing persons are hereinafter collectively referred to as the “Reporting Persons”.
|
Item 2(c)
|
Citizenship
|
aMoon is a Cayman Islands exempted limited partnership; aMoon G.P. is a Cayman Islands exempted limited partnership; aMoon Ltd. is an Israeli
company; aMoon Edge is a Cayman Islands exempted limited partnership; aMoon Edge Ltd. is a Cayman Islands company; Hilliyon is an Israeli company; Berko Capital is an Israeli company;
Schindel is an Israeli citizen and Berkovitz is an Israeli citizen.
|
Item 2(d)
|
Title of Class of Securities
|
Common Stock, par value $0.00001 per share
|
Item 2(e)
|
CUSIP Number
|
00974H104
|
Item 3 |
If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
|
Not applicable.
|
Item 4
|
Ownership
|
(a) |
Amount beneficially owned: 4,672,670 shares of Common Stock.
|
(b) |
Percent of Class: 9.44%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 4,672,670
shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 4,672,670 shares of Common Stock
|
(a) |
Amount beneficially owned: 4,672,670 shares of Common Stock.
|
(b) |
Percent of Class: 9.44%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 4,672,670 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 4,672,670 shares of Common Stock.
|
(a) |
Amount beneficially owned: 4,672,670 shares of Common Stock.
|
(b) |
Percent of Class: 9.44%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 4,672,670 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 4,672,670 shares of Common Stock.
|
(a) |
Amount beneficially owned: 205,789 shares of Common Stock.
|
(b) |
Percent of Class: 0.42%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 205,789 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 205,789 shares of Common Stock.
|
(a) |
Amount beneficially owned: 205,789 shares of Common Stock.
|
(b) |
Percent of Class: 0.42%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 205,789 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 205,789 shares of Common Stock.
|
(a) |
Amount beneficially owned: 205,789 shares of Common Stock.
|
(b) |
Percent of Class: 0.42%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 205,789 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 205,789 shares of Common Stock.
|
(a) |
Amount beneficially owned: 205,789 shares of Common Stock.
|
(b) |
Percent of Class: 0.42%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 205,789 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 205,789 shares of Common Stock.
|
(a) |
Amount beneficially owned: 4,878,459 shares of Common Stock. (i) Schindel is the sole shareholder of aMoon
Ltd. By virtue of such relationships, Schindel may be deemed to share voting and investment power with respect to the shares of Common Stock of the Issuer held by aMoon; (ii) aMoon Edge Ltd. is the sole general partner of aMoon Edge pursuant to the terms of the limited partnership agreement of aMoon
Edge. Hilliyon and Berko Capital are the sole shareholders of aMoon Edge Ltd. and Schindel is the sole shareholder of Hilliyon. By virtue of such
relationships, Schindel may be deemed to share voting and investment power with respect to the shares of Common Stock of the Issuer held by aMoon Edge. Schindel
disclaims beneficial ownership of the shares of Common Stock of the Issuer held by aMoon, aMoon G.P. aMoon Ltd., aMoon Edge, aMoon Edge Ltd., and Hilliyon, except to the extent of his pecuniary interest therein, if any.
|
(b) |
Percent of Class: 9.86%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 4,878,459
shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 4,878,459 shares of Common Stock.
|
(a) |
Amount beneficially owned: 205,789 shares of Common Stock. Hilliyon and Berko Capital are the sole shareholders of aMoon Edge Ltd., and Berkovitz is the sole shareholder of Berko Capital. By virtue of such relationships,
Berkovitz may be deemed to share voting and investment power with respect to the shares of Common Stock of the Issuer held by aMoon Edge. Berkovitz disclaims beneficial ownership of the shares of Common Stock of the Issuer held by aMoon
Edge, aMoon Edge Ltd. and Berko Capital, except to the extent of his pecuniary interest therein, if any.
|
(b) |
Percent of Class: 0.42%
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or direct the vote: 0
|
(ii) |
Shared power to vote or to direct the vote: 205,789 shares of Common Stock
|
(iii) |
Sole power to dispose or to direct the disposition of: 0
|
(iv) |
Shared power to dispose or to direct the disposition of: 205,789 shares of Common Stock
|
Item 5
|
Ownership of Five Percent or Less of a Class
|
Item 6
|
Ownership of More than Five Percent on Behalf of Another Person
|
Item 7 |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
|
Item 8 |
Identification and Classification of Members of the Group
|
Incorporated by reference to Items 2 and 4 of this Schedule 13G.
|
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.
|
AMOON GROWTH FUND II L.P.
BY: AMOON GROWTH FUND II G.P., L.P., ITS GENERAL PARTNER
BY: AMOON GROWTH II GENERAL PARTNER LTD., ITS GENERAL PARTNER |
||
By:
|
/s/ Dr. Yair C. Schindel
|
|
|
Name:
Title:
|
Dr. Yair C. Schindel
Director
|
BY: AMOON GROWTH II GENERAL PARTNER LTD., ITS GENERAL PARTNER
By:
|
/s/ Dr. Yair C. Schindel
|
|
|
Name:
Title:
|
Dr. Yair C. Schindel
Director
|
AMOON GROWTH II GENERAL PARTNER LTD.
|
||
By:
|
/s/ Dr. Yair C. Schindel
|
|
|
Name:
Title:
|
Dr. Yair C. Schindel
Director
|
AMOON EDGE LIMITED PARTNERSHIP
BY: AMOON EDGE GP LTD., ITS GENERAL PARTNER |
||
By:
|
/s/ Dr. Yair C. Schindel
|
|
|
Name:
Title:
|
Dr. Yair C. Schindel
Director
|
AMOON EDGE GP LTD.
|
||
By:
|
/s/ Dr. Yair C. Schindel
|
|
|
Name:
Title:
|
Dr. Yair C. Schindel
Director
|
HILLIYON HOLDINGS LTD.
|
||
By:
|
/s/ Dr. Yair C. Schindel
|
|
|
Name:
Title:
|
Dr. Yair C. Schindel
Director
|
BERKO CAPITAL LTD.
|
||
By:
|
/s/ Dr. Tomer Berkovitz
|
|
|
Name:
Title:
|
Dr. Tomer Berkovitz
Director
|
DR. YAIR C. SCHINDEL
|
|
/s/ Dr. Yair C. Schindel
|
DR. TOMER BERKOVITZ
|
|
/s/ Dr. Tomer Berkovitz
|