Amendment: SEC Form SCHEDULE 13G/A filed by Conduit Pharmaceuticals Inc.
$CDT
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. 1)
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Conduit Pharmaceuticals Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
20678X106 (CUSIP Number) |
03/31/2025 (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. | 20678X106 |
| 1 | Names of Reporting Persons
AstraZeneca 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 | 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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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
73,892.00 | ||||||||
| 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)
1.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: 1 Represents shares directly held by AstraZeneca AB, a wholly-owned subsidiary of AstraZeneca PLC. AstraZeneca PLC and AstraZeneca AB may each be deemed to have sole voting and dispositive power over the shares.
2 See footnote 1.
3 See footnote 1.
4 The percentage ownership was calculated based on 6,662,755 shares of the issuer's common stock outstanding as of March 28, 2025, as reported in the issuer's Form 10-K filed with the Securities and Exchange Commission (the "SEC") on March 28, 2025.
SCHEDULE 13G
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| CUSIP No. | 20678X106 |
| 1 | Names of Reporting Persons
AstraZeneca AB | ||||||||
| 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
SWEDEN
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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
73,892.00 | ||||||||
| 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)
1.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: 5 See footnote 1.
6 See footnote 1.
7 See footnote 1.
8 See footnote 4.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Conduit Pharmaceuticals Inc. | |
| (b) | Address of issuer's principal executive offices:
4851 Tamiami Trail North, Suite 200 Naples, FL, 34103 | |
| Item 2. | ||
| (a) | Name of person filing:
See response to 2(c) | |
| (b) | Address or principal business office or, if none, residence:
See response to 2(c) | |
| (c) | Citizenship:
This statement is filed on behalf of:
AstraZeneca PLC
1 Francis Crick Avenue
Cambridge Biomedical Campus
Cambridge CB2 0AA
United Kingdom
Citizenship: United Kingdom
AstraZeneca AB
SE-151 85 Sodertalje
Sweden
Citizenship: Sweden | |
| (d) | Title of class of securities:
Common Stock, par value $0.0001 per share | |
| (e) | CUSIP No.:
20678X106 | |
| 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:
73,892 | |
| (b) | Percent of class:
1.1%. The percentage stated herein is based on 6,662,755 shares of the issuer's common stock outstanding as of March 28, 2025, as reported in the issuer's Form 10-K filed with the SEC on March 28, 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:
AstraZeneca PLC: 73,892 shares
AstraZeneca AB: 73,892 shares | ||
| (ii) Shared power to vote or to direct the vote:
AstraZeneca PLC: 0 shares
AstraZeneca AB: 0 shares | ||
| (iii) Sole power to dispose or to direct the disposition of:
AstraZeneca PLC: 73,892 shares
AstraZeneca AB: 73,892 shares | ||
| (iv) Shared power to dispose or to direct the disposition of:
AstraZeneca PLC: 0 shares
AstraZeneca AB: 0 shares | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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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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