SEC Form SC 13D/A filed by Eiger BioPharmaceuticals Inc. (Amendment)
Jim Harding
1900 Avenue of the Stars, #1000
Los Angeles, CA 90067
908-507-9629
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Mark Morski
1900 Avenue of the Stars, #1000
Los Angeles, CA 90067
(310) 282-7913
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* |
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover page.
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 2 of 9
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1
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NAMES OF REPORTING PERSONS
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Propel Bio Management LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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4,391,432
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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4,391,432
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,391,432
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☒
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||||
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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9.91%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 3 of 9
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1
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NAMES OF REPORTING PERSONS
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Leen Kawas
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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4,391,432
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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4,391,432
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,391,432
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|||
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||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☒
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||||
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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9.91%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 4 of 9
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1
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NAMES OF REPORTING PERSONS
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Richard Kayne and Suzanne Kayne Living Trust dtd 01/14/1999
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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||||
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||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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California
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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983,793
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||||
9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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983,793
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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983,793
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||||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☒
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||||
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||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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2.22%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 5 of 9
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1
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NAMES OF REPORTING PERSONS
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Richard Kayne
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||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
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SEC USE ONLY
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||
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|||
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|
||||
4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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|||
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|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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|
☐
|
||
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|
||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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|||
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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|||
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||||
8
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SHARED VOTING POWER
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5,375,225
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||||
9
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SOLE DISPOSITIVE POWER
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0
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|||
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||||
10
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SHARED DISPOSITIVE POWER
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5,375,225
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|||
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||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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5,375,225
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|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
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|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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12.13%
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|||
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||||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 6 of 9
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1
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NAMES OF REPORTING PERSONS
|
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|
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Propel Bio Partners LLC
|
|
|
|||
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|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
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|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
WC
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
|
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
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|
||
1,691,432
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
1,691,432
|
|
|
|||
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|
||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
1,691,432
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☒
|
||
|
|
||||
|
|
||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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3.82%
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|||
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||||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
OO
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|||
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 7 of 9
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Item 3. |
Source and Amount of Funds or Other Consideration. Item 3 of the Initial Schedule 13D is hereby amended and restated as follows:
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Item 5. |
Interests in Securities of the Issuer. Item 5(a), (b) and (c) of the Initial Schedule 13D are hereby amended and restated as follows:
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(a) |
The Reporting Persons may be deemed to beneficially own, in the aggregate, 5,375,225 Shares representing approximately 12.13% of the outstanding Shares, based
upon the 44,296,417 shares of Common Stock outstanding as of August 9, 2023, as disclosed by the Issuer on its Form 10-Q filed with the U.S. Securities and Exchange Commission on August 14, 2023.
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(b) |
The Shares as to which each of the Reporting Persons has sole voting power, shared voting power, sole dispositive power and shared dispositive power is set forth in boxes 7, 8, 9 and 10, respectively,
on the second part of the cover page to this Schedule 13D for each of the Reporting Persons, and such information is incorporated herein by reference. The Propel Investors, to which Propel
Management, Ms. Kawas and Mr. Kayne provide discretionary advisory services, directly own 4,391,432 Shares. Ms. Kawas controls Propel Management. The Propel General Partner serves as the
general partner to a private investment fund managed by Propel Management. Ms. Kawas and Mr. Kayne are control persons of the Propel General Partner. Accordingly, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), Propel Management, the Propel General Partner, Ms. Kawas and Mr. Kayne may be deemed to beneficially own some or all of these Shares. The Family Trust, of which Mr. Kayne is the trustee and a
beneficiary, directly owns 983,793 Shares. Mr. Kayne, as trustee, possesses voting control and/or power to direct the disposition of these Shares held by the Family Trust. Accordingly, for purposes
of Rule 13d-3 of the Exchange Act, the Family Trust and Mr. Kayne may be deemed to beneficially own these Shares. In addition, the Reporting Persons may be considered to form part of a group for purposes of Rule 13d-5(b) of the Exchange
Act. In accordance with Rule 13d-4 of the Exchange Act, each Reporting Person disclaims beneficial ownership of any Shares not directly owned thereby.
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(c) |
Other than as set forth in Schedule I to this Schedule 13D or elsewhere in this Schedule 13D, the Reporting Persons have not engaged in any transactions in the Common Stock since the filing of the
Initial Schedule 13D.
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 8 of 9
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Date: November 2, 2023
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PROPEL BIO MANAGEMENT LLC
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By:
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/s/ Leen Kawas
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Name:
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Leen Kawas
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Title:
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Managing Member
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/s/ Leen Kawas
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Leen Kawas
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|||
RICHARD AND SUZANNE KAYNE LIVING
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TRUST DTD 01/14/1999
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By:
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/s/ Richard Kayne
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Name:
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Richard Kayne
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||
Title:
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Trustee
|
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/s/ Richard Kayne
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Richard Kayne
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PROPEL BIO PARTNERS LLC
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|||
By:
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/s/ Leen Kawas
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Name:
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Leen Kawas
|
||
Title:
|
Managing Member
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CUSIP NO. 282 49U 105
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SCHEDULE 13D
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Page 9 of 9
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Date of
Transaction
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Amount of
Security Bought /
(Sold)
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Price Per Share
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10/31/2023
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11,987
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$0.2625
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10/31/2023
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12,345
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$0.2615
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Date of Transaction
|
Amount of Security Bought / (Sold)
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Price Per Share
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10/31/2023
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130,509
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$0.2414
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11/01/2023
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100,000
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$0.2797
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11/02/2023 | 23,398 | $0.2977 |