Amendment: SEC Form SCHEDULE 13G/A filed by Assembly Biosciences Inc.
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Biotechnology: Pharmaceutical Preparations
Health Care
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 3)
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ASSEMBLY BIOSCIENCES, INC. (Name of Issuer) |
Common Stock, par value $0.001 (Title of Class of Securities) |
045396207 (CUSIP Number) |
08/11/2025 (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)
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| Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 045396207 |
| 1 | Names of Reporting Persons
Alexander Schornstein | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
GERMANY
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
543,523.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
3.49 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
ASSEMBLY BIOSCIENCES, INC. | |
| (b) | Address of issuer's principal executive offices:
Two Tower Place, 7th Floor, South San Francisco, California 94080 | |
| Item 2. | ||
| (a) | Name of person filing:
Alexander Schornstein | |
| (b) | Address or principal business office or, if none, residence:
Kaiser-Friedrich-Allee 2, 52074 Aachen
Germany
004915142314669 | |
| (c) | Citizenship:
Germany | |
| (d) | Title of class of securities:
Common Stock, par value $0.001 | |
| (e) | CUSIP No.:
045396207 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
543,523
Includes 451,219 shares of Common Stock held by Alexander Schornstein and 92,024 shares of Common Stock held by Camino Capital GmbH, in which Alexander Schornstein is the sole beneficial owner and has sole voting power.
This Schedule 13G/A Amendment No. 3 serves to amend the prior Schedule 13G filed with the U.S. Securities and Exchange Commission on August 12, 2025, by Alexander Schornstein under Rule 13d-2(b) (the "Prior Filing"). This amendment addresses certain clerical errors in the Prior Filing, and clarifies that the Prior Filing should be 13G/A Amendment No.2. The Reporting Person's ownership has been updated to include transactions that occurred until the date of this filing. The Reporting Person, as of the day of this filing, no longer owns at least 5% of the Company's outstanding shares, and thus is no longer a beneficial owner. The Reporting Person is no longer required to file additional amendments to Schedule 13G pursuant to Rule 13d-2(d). | |
| (b) | Percent of class:
3.49%
Based upon 15,560,009 shares of common stock of the Issuer issued and outstanding as stated in the Company's registration statement on Form S-3 filed with the United States Securities and Exchange Commission on March 20, 2025, as amended by the registration adding securities to prior Form S-3 on Form S-3MEF filed on August 8, 2025. The offering contemplated in the registration statements was closed on August 11, 2025. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
543,523 | ||
| (ii) Shared power to vote or to direct the vote:
0 | ||
| (iii) Sole power to dispose or to direct the disposition of:
543,523 | ||
| (iv) Shared power to dispose or to direct the disposition of:
0 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
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. |
| 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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