Amendment: SEC Form SCHEDULE 13D/A filed by Spero Therapeutics Inc.
$SPRO
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. 9)
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SPERO THERAPEUTICS, INC. (Name of Issuer) |
Common Stock, Par Value $0.001 (Title of Class of Securities) |
84833T103 (CUSIP Number) |
Victoria A. Whyte 79 New Oxford Street, London, X0, WC1A 1DG 44 (0)20 8047 5000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/27/2025 (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. | 84833T103 |
| 1 |
Name of reporting person
GSK PLC | ||||||||
| 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)
WC | ||||||||
| 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 KINGDOM
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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
9,190,606.00 | ||||||||
| 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)
16.4 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
(1) Common Stock (as defined below) are held of record by GSK Equity Investments, Limited, formerly S.R. One, Limited, and Glaxo Group Limited, each of which is an indirect, wholly-owned subsidiary of GSK plc ("GSK").
(2) The percentage herein is based on 55,900,641 shares of the Issuer's Common Stock outstanding as of March 21, 2025, as reported in the Issuer's Form 10-K furnished with the Securities and Exchange Commission (the "SEC") on March 27, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, Par Value $0.001 | |
| (b) | Name of Issuer:
SPERO THERAPEUTICS, INC. | |
| (c) | Address of Issuer's Principal Executive Offices:
675 MASSACHUSETTS AVENUE, 14TH FLOOR, Cambridge,
MASSACHUSETTS
, 02139. | |
Item 1 Comment:
This Amendment No. 9 to Schedule 13D (this "Statement") amends and supplements the statement on Schedule 13D originally filed on November 16, 2017 and amended on July 17, 2018, September 19, 2018, February 14, 2020, June 4, 2020, December 7, 2020, September 16, 2021, November 14, 2022 and January 20, 2023 (the "Schedule 13D") with respect to the shares of common stock, par value $0.001 per share (the "Common Stock"), of Spero Therapeutics, Inc., a Delaware corporation (the "Issuer"). The Reporting Person is filing this amendment to disclose its new percentage beneficial ownership in the Issuer, which has been decreased as a result of an increase in the outstanding shares of Common Stock of the Issuer. The Issuer's principal executive offices are located at 675 Massachusetts Avenue, 14th Floor, Cambridge, Massachusetts 02139. | ||
| Item 2. | Identity and Background | |
| (a) | The response set forth in Item 2 of Schedule 13D is hereby amended in its entirety and replaced with the following:
This Statement is being filed on behalf of GSK, a public limited company incorporated under the laws of England and Wales. GSK and its subsidiaries constitute a global biopharma company with a purpose to unite science, technology, and talent to get ahead of disease together. | |
| (b) | GSK's principal offices located at 79 New Oxford Street, London, WC1A 1DG, United Kingdom. | |
| (c) | Set forth in Schedule 1 to this Statement are the name, business address and present principal occupation or employment and citizenship of each executive officer and director of GSK. The Common Stock are held directly by GSK Equity Investments, Limited, and Glaxo Group Limited, each of which is an indirect, wholly-owned subsidiary of GSK plc. | |
| (d) | During the last five years prior to the date hereof, neither GSK nor, to the best knowledge of GSK, any of the other persons with respect to whom information is given in response to this Item 2 has been convicted in a criminal proceeding or been a party to a civil proceeding ending in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. | |
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The response set forth in Item 5 of the Schedule 13D is hereby amended by deleting the previous response in its entirety and replacing it with the following:
(a), (b) The information contained in rows 7, 8, 9, 10, 11, and 13 on each of the cover pages of this Statement is incorporated by reference in its entirety into this Item 5. | |
| Item 7. | Material to be Filed as Exhibits. | |
Schedule 1 - Item 2(c) | ||
| 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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