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    Amendment: SEC Form SCHEDULE 13G/A filed by Outlook Therapeutics Inc.

    4/10/25 5:28:06 PM ET
    $OTLK
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $OTLK alert in real time by email



    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    SCHEDULE 13G


    UNDER THE SECURITIES EXCHANGE ACT OF 1934
    (Amendment No. 1)


    Outlook Therapeutics, Inc.

    (Name of Issuer)


    Common Stock, par value $0.01 per share

    (Title of Class of Securities)


    69012T305

    (CUSIP Number)


    04/10/2025

    (Date of Event Which Requires Filing of this Statement)


    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
    Checkbox not checked   Rule 13d-1(b)
    Checkbox checked   Rule 13d-1(c)
    Checkbox not checked   Rule 13d-1(d)






    SCHEDULE 13G

    CUSIP No.
    69012T305


    1Names of Reporting Persons

    Sphera Funds Management Ltd.
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    ISRAEL
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    2,571,426.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    2,571,426.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    2,571,426.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    7.49 %
    12Type of Reporting Person (See Instructions)

    CO

    Comment for Type of Reporting Person:  Percentage reported in Item 11 is based on 32,620,177 shares of Common Stock outstanding as of March 13, 2025, (as provided by the Issuer in its Rule 424(b)(3) prospectus filed with the Securities and Exchange Commission (''SEC'') on March 28, 2025), and 1,714,284 warrants beneficially owned by the reporting persons as described in Item 4(a), with each warrant currently exercisable into one share of Common Stock.


    SCHEDULE 13G

    CUSIP No.
    69012T305


    1Names of Reporting Persons

    Sphera Global Healthcare GP Ltd.
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    ISRAEL
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    2,571,426.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    2,571,426.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    2,571,426.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    7.49 %
    12Type of Reporting Person (See Instructions)

    CO

    Comment for Type of Reporting Person:  Percentage reported in Item 11 is based on 32,620,177 shares of Common Stock outstanding as of March 13, 2025, (as provided by the Issuer in its Rule 424(b)(3) prospectus filed with the SEC on March 28, 2025), and 1,714,284 warrants beneficially owned by the reporting persons as described in Item 4(a), with each warrant currently exercisable into one share of Common Stock.


    SCHEDULE 13G

    CUSIP No.
    69012T305


    1Names of Reporting Persons

    Sphera Global Healthcare Management LP.
    2Check the appropriate box if a member of a Group (see instructions)

    Checkbox not checked  (a)
    Checkbox checked  (b)
    3Sec Use Only
    4Citizenship or Place of Organization

    ISRAEL
    Number of Shares Beneficially Owned by Each Reporting Person With:
    5Sole Voting Power

    0.00
    6Shared Voting Power

    2,571,426.00
    7Sole Dispositive Power

    0.00
    8Shared Dispositive Power

    2,571,426.00
    9Aggregate Amount Beneficially Owned by Each Reporting Person

    2,571,426.00
    10Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

    Checkbox not checked
    11Percent of class represented by amount in row (9)

    7.49 %
    12Type of Reporting Person (See Instructions)

    PN

    Comment for Type of Reporting Person:  Percentage reported in Item 11 is based on 32,620,177 shares of Common Stock outstanding as of March 13, 2025, (as provided by the Issuer in its Rule 424(b)(3) prospectus filed with the SEC on March 28, 2025), and 1,714,284 warrants beneficially owned by the reporting persons as described in Item 4(a), with each warrant currently exercisable into one share of Common Stock.


    SCHEDULE 13G

    Item 1. 
    (a)Name of issuer:

    Outlook Therapeutics, Inc.
    (b)Address of issuer's principal executive offices:

    111 S. Wood Avenue, Unit #100, Iselin, New Jersey, 08830
    Item 2. 
    (a)Name of person filing:

    Sphera Funds Management Ltd. Sphera Global Healthcare GP Ltd. Sphera Global Healthcare Management LP
    (b)Address or principal business office or, if none, residence:

    Address of the Principal Business Office of each of the reporting persons is: 4 Itzhak Sade, Building A, 29th Floor, Tel Aviv 6777504, Israel
    (c)Citizenship:

    Each of the reporting person is organized under the laws of the State of Israel
    (d)Title of class of securities:

    Common Stock, par value $0.01 per share
    (e)CUSIP No.:

    69012T305
    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)Checkbox not checked   Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
    (b)Checkbox not checked   Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
    (c)Checkbox not checked   Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
    (d)Checkbox not checked   Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
    (e)Checkbox not checked   An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
    (f)Checkbox not checked   An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
    (g)Checkbox not checked   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
    (h)Checkbox not checked   A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
    (i)Checkbox not checked   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);
    (j)Checkbox not checked   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)Checkbox not checked   Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
     
    Item 4.Ownership
    (a)Amount beneficially owned:

    Incorporated by reference to Item 9 of the cover page of each reporting person. The securities reported herein by Sphera Funds Management Ltd., Sphera Global Healthcare GP Ltd. and Sphera Global Healthcare Management LP are beneficially owned as follows: (1) 128,571 shares of Common Stock and 257,142 warrants each of which is currently exercisable into one share of Common Stock, which together represent a total of 1.12% of the total shares of Common Stock outstanding, are held directly by Sphera Global Healthcare Master Fund, which has delegated its investment management authority to Sphera Global Healthcare Management LP (the ''Management Company''). (2) 728,571 shares of Common Stock and 1,457,142 warrants each of which is currently exercisable into one share of Common Stock, which together represent a total of 6.37% of the total Common Shares outstanding, are held directly by Sphera Biotech Master Fund, L.P., which has delegated its investment management authority to the Management Company. The Management Company is managed, controlled and operated by its general partner, Sphera Global Healthcare GP Ltd., the shares of which are owned 90% by Sphera Funds Management Ltd. This Statement shall not be construed as an admission by any of the reporting persons that it is the beneficial owner of any of the securities covered by this statement, and each reporting person disclaims beneficial ownership of any such securities. In addition, the reporting persons and other entities named in this Schedule 13G may be deemed to constitute a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that a group exists for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose, and each of the reporting persons and other entities named in this Schedule 13G disclaims the existence of any such group.
    (b)Percent of class:

    Incorporated by reference to Item 11 of the cover page for each reporting person. Percentage reported in Item 11 for each reporting person is based on 32,620,177 shares of Common Stock outstanding as of March 13, 2025, (as provided by the Issuer in its Rule 424(b)(3) prospectus filed with the SEC on March 28, 2025), and 1,714,284 warrants beneficially owned by the reporting persons as described in Item 4(a), with each warrant currently exercisable into one share of Common Stock.
    (c)Number of shares as to which the person has:
     (i) Sole power to vote or to direct the vote:

    Incorporated by reference to Item 5 of the cover page for each reporting person.

     (ii) Shared power to vote or to direct the vote:

    Incorporated by reference to Item 6 of the cover page for each reporting person.

     (iii) Sole power to dispose or to direct the disposition of:

    Incorporated by reference to Item 7 of the cover page for each reporting person.

     (iv) Shared power to dispose or to direct the disposition of:

    Incorporated by reference to Item 8 of the cover page for each reporting person.

    Item 5.Ownership of 5 Percent or Less of a Class.
     
    Item 6.Ownership of more than 5 Percent on Behalf of Another Person.
     
    Not Applicable
    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
    Item 8.Identification and Classification of Members of the Group.
     
    Not Applicable
    Item 9.Notice of Dissolution of Group.
     
    Not Applicable

    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.

     
    Sphera Funds Management Ltd.
     
    Signature:/s/ Adi Hanetz
    Name/Title:Adi Hanetz / General Counsel
    Date:04/10/2025
     
    Sphera Global Healthcare GP Ltd.
     
    Signature:/s/ Adi Hanetz
    Name/Title:Adi Hanetz / General Counsel
    Date:04/10/2025
     
    Sphera Global Healthcare Management LP.
     
    Signature:/s/ Adi Hanetz
    Name/Title:Sphera Global Healthcare Management LP.
    Date:04/10/2025
    Exhibit Information

    Exhibit 1: Joint Filing Agreement by and among the reporting persons

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