Amendment: SEC Form SCHEDULE 13D/A filed by Reviva Pharmaceuticals Holdings Inc.
$RVPH
Biotechnology: Pharmaceutical Preparations
Health Care
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)
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REVIVA PHARMACEUTICALS HOLDINGS, INC. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
76152G100 (CUSIP Number) |
Laxminarayan Bhat 10080 N. Wolfe Rd., Suite SW3-200, Cupertino, CA, 95014 408-501-8881 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
06/27/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on 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).
SCHEDULE 13D
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| CUSIP No. | 76152G100 |
| 1 |
Name of reporting person
Bhat Laxminarayan | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
3,612,384.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
5.2 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
See Item 5 for additional information.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
REVIVA PHARMACEUTICALS HOLDINGS, INC. | |
| (c) | Address of Issuer's Principal Executive Offices:
10080 N WOLFE ROAD, SUITE SW3-200, CUPERTINO,
CALIFORNIA
, 95014. | |
Item 1 Comment:
This Amendment No. 5 (this Amendment) amends and supplements the Schedule 13D filed on December 21, 2020, as amended and supplemented by Amendment No. 1 filed on May 5, 2023, Amendment No. 2 filed on February 16, 2024, Amendment No. 3 filed on August 23, 2024 and Amendment No. 4 filed on December 20, 2024 (the Schedule 13D), by Dr. Laxminarayan Bhat (the Reporting Person) relating to the common stock, par value $0.0001 per share (Common Stock), of Reviva Pharmaceuticals Holdings, Inc., a Delaware corporation (the Issuer). Capitalized terms used but not defined in this Amendment have the respective meanings ascribed to such terms in the Schedule 13D. All references in the Schedule 13D and this Amendment to the Schedule 13D shall be deemed to refer to the Schedule 13D as amended and supplemented by this Amendment. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | As of the filing date of this Amendment (the Filing Date), for purposes of Rule 13d-3 promulgated under the Act, the Reporting Person is the beneficial owner of an aggregate of 3,612,384 shares of Common Stock, which represents approximately 5.2% of the outstanding shares of Common Stock, based on 68,003,613 shares of Common Stock outstanding as of July 1, 2025, as reported directly by the Issuer to the Reporting Person. | |
| (b) | Of the 3,612,384 shares of Common Stock reported as beneficially owned by the Reporting Person herein, for purposes of Rule 13d-3 under the Act, the Reporting Person: (A) has sole voting power and dispositive power with respect to an aggregate of 3,301,282 of such shares, consisting of (i) 2,478,856 shares of Common Stock held by the Reporting Person, and (ii) 822,426 shares of Common Stock issuable upon the exercise of options held by the Reporting Person that are exercisable or will be exercisable within 60 days of the Filing Date; and (B) may be deemed to share voting power and dispositive power with respect to an aggregate of 311,102 of such shares, consisting of (i) 5,388 shares of Common Stock held by the Reporting Person's spouse, and (ii) 305,714 shares of Common Stock issuable upon the exercise of options held by the Reporting Person's spouse that are exercisable or will be exercisable within 60 days of the Filing Date. The amount of shares reported as beneficially owned by the Reporting Person excludes (i) 298,025 shares of Common Stock underlying unvested options held by the Reporting Person and (ii) 103,629 shares of Common Stock underlying unvested options held by the Reporting Person's spouse, in each case that are not exercisable within 60 days of the Filing Date. | |
| (c) | The Reporting Person has not effected any transactions in the Common Stock or securities convertible into, exercisable for or exchangeable for, shares of Common Stock during the period commencing 60 days prior to the Filing Date. | |
| (d) | Except as otherwise reported herein, no person or entity other than the Reporting Person has the right to receive, or the power to direct the receipt of dividends from, or the proceeds from the sale of the shares of the Common Stock reported on this Schedule 13D. | |
| (e) | Not applicable. | |
| 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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