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    SEC Form SC 13D/A filed by LAVA Therapeutics N.V. (Amendment)

    3/7/24 7:09:56 PM ET
    $LVTX
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $LVTX alert in real time by email
    SC 13D/A 1 d761986dsc13da.htm SC 13D/A SC 13D/A

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    WASHINGTON, D.C. 20549

     

     

    SCHEDULE 13D

    Under the Securities Exchange Act of 1934

    (Amendment No. 6)*

     

     

    LAVA Therapeutics N.V.

    (Name of Issuer)

     

     

    Common Shares, par value $0.14 per share

    (Title of Class of Securities)

    N51517 105

    (CUSIP Number)

    Barbara Fiorini Due

    Novo Holdings A/S

    Tuborg Havnevej 19

    Hellerup, Denmark DK-2900

    +45 3527 6592

    Copy to:

    B. Shayne Kennedy, Esq.

    Latham & Watkins LLP

    650 Town Center Drive, 20th Floor

    Costa Mesa, CA 92626

    Telephone: (714) 540-1235

    (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

    March 5, 2024

    (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 which is subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ☐

     

     

    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

     

     

     

    *

    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.

    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 (the “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).

     

     

     


    CUSIP No.: N51517 105

     

     1.   

     Name of Reporting Person:

     

     Novo Holdings A/S

     2.  

     Check the Appropriate Box if a Member of Group (See Instructions):

     (a) ☐  (b) ☐

     

     3.  

     SEC Use Only:

     

     4.  

     Source of Funds:

     

     WC

     5.  

     Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e):

     

     ☐

     6.  

     Citizenship or Place of Organization:

     

     Denmark

    Number of

    Shares

     Beneficially 

    Owned By

    Each

    Reporting

    Person

    With:

     

        7.    

     Sole Voting Power:

     

     0

        8.   

     Shared Voting Power:

     

     0

        9.   

     Sole Dispositive Power:

     

     0

       10.   

     Shared Dispositive Power:

     

     0

    11.   

     Aggregate Amount Beneficially Owned by Each Reporting Person:

     

     0

    12.  

     Check if the Aggregate Amount in Row (11) Excludes Certain Shares:

     

     ☐

    13.  

     Percent of Class Represented By Amount In Row (11):

     

     0% (1)

    14.  

     Type of Reporting Person:

     

     CO

     

    (1)

    Based upon 26,289,087 shares of the Issuer’s Common Shares outstanding as of September 30, 2023, as reported in the Issuer’s 6-K filed with the Securities and Exchange Commission (“SEC”) on November 16, 2023.

     

    2


    This amendment (“Amendment No. 6”) amends the Schedule 13D originally filed with the SEC on March 31, 2022, as subsequently amended by Amendment No. 1 filed September 30, 2022, Amendment No. 2 filed October 3, 2022, Amendment No. 3 filed February 24, 2023, Amendment No. 4 filed June 6, 2023, and Amendment No. 5 filed November 9, 2023 (collectively, the “Schedule”), to report and reflect that Novo Holdings A/S ceased to be a beneficial owner of more than five percent of the Issuer’s Common Shares in connection with sales. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule.

     

    Item 2.

    Identity and Background

    Item 2 is amended and replaced in its entirety as follows:

     

      (a)

    Novo Holdings A/S, a Danish corporation, is an investment firm focused on life sciences and finance that is wholly owned by Novo Nordisk Foundation (the “Foundation”), a Danish commercial foundation. Novo Holdings A/S is the holding company in the group of Novo companies (currently comprised of Novo Nordisk A/S and Novozymes A/S) and is responsible for managing the Foundation’s assets, including its financial assets. Based on the governance structure of Novo Holdings A/S and the Foundation, the Foundation is not deemed to have any beneficial ownership of the securities of the Issuer held by Novo Holdings A/S.

    The name of each director and executive officer of both Novo Holdings A/S and the Foundation is set forth on the updated Schedule I to this Amendment No. 6.

     

      (b)

    The business address of both Novo Holdings A/S and the Foundation is Tuborg Havnevej 19, 2900 Hellerup, Denmark.

    The residence or business address of each director and executive officer of both Novo Holdings A/S and the Foundation is set forth on the updated Schedule I to this Schedule 13D.

     

      (c)

    Novo Holdings A/S, a holding company that is responsible for managing the Foundation’s assets, provides seed and venture capital to development stage companies and invests in well-established companies within the life science and biotechnology sector.

    The Foundation is a Danish self-governing and profit-making foundation, whose objectives are to provide a stable basis for commercial and research activities undertaken by the group of Novo companies and to support scientific, humanitarian and social purposes through grants.

     

      (d)

    Within the last five years, neither Novo Holdings A/S, the Foundation, nor any person named in the updated Schedule I has been convicted in any criminal proceedings.

     

      (e)

    Within the last five years, neither Novo Holdings A/S, the Foundation, nor any person named in the updated Schedule I was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to 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 3.

    Source and Amount of Funds or Other Consideration

    Item 3 amends and supplements Item 3 in the Schedule to reflect sales of the Issuer’s stock during the past 60 days, as follows:

    On March 5, 2024, Novo Holdings A/S sold 1,496,815 shares at a weighted average price of $2.6473, with prices ranging from $2.25 to $3.34.

    On March 6, 2024, Novo Holdings A/S sold 381,379 shares at a weighted average price of $2.3091, with prices ranging from $2.18 to $2.44.

     

    3


    Item 5.

    Interest in Securities of the Issuer

    Item 5 amends and supplements Item 5 in the Schedule as follows:

     

      (a)

    Novo Holdings A/S beneficially owns 0 shares of Common Shares (the “Novo Shares”) representing approximately 0% of the Issuer’s outstanding shares of Common Shares, based upon 26,289,087 shares of the Issuer’s Common Shares outstanding as of September 30, 2023, as reported in the Issuer’s 6-K filed with the SEC on November 16, 2023.

     

      (b)

    Novo Holdings A/S is a Danish corporation wholly owned by the Novo Nordisk Foundation. Novo Holdings A/S has the sole power to vote and dispose of the Novo Shares. Neither the Foundation nor any person listed on Schedule I has the power to direct the vote as to, or the disposition of the Novo Shares.

     

      (c)

    Except as described herein, Novo Holdings A/S has not effected any transactions in the shares of the Issuer’s Common Shares and neither the Foundation nor any person listed on the Schedule I has effected any transactions in the Issuer’s Common Shares.

     

      (d)

    Novo Holdings A/S does not know of any other person having the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Novo Shares.

     

      (e)

    As of March 5, 2024, Novo Holdings A/S ceased to be a beneficial owner of more than five percent of the Issuer’s Common Shares.

     

    4


    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.

     

    Dated: March 7, 2024     Novo Holdings A/S
        /s/ Barbara Fiorini Due
        By:   Barbara Fiorini Due
        Its:   General Counsel, Finance & Operations


    Schedule I

    Information regarding each director and executive officer of both Novo Holdings A/S and the Novo Nordisk Foundation is set forth below.

     

    Novo Holdings A/S

    Name, Title

      

    Address

      

    Principal Occupation

      

    Citizenship

    Lars Rebien Sørensen,
    Chair of the Board
       Via Volpini 35
    53040 Cetona SI
    Italy
       Professional Board Director    Denmark
    Steen Riisgaard,
    Vice Chair of the Board
       Hestetangsvej 155,
    3520 Farum,
    Denmark
       Professional Board Director    Denmark
    Jean-Luc Butel,
    Board Director
       235 Arcadia Road,
    unit 10-3,
    Singapore 289843
    Singapore
      

    Global Healthcare Advisor,

    President, K8 Global Pte Ltd.

       Singapore
    Jeppe Christiansen,
    Board Director
       Classensgade 59, 5. th,
    2100 Copenhagen Ø,
    Denmark
       Chief Executive Officer,
    Fondsmaeglerselskabet Maj Invest A/S
       Denmark
    Francis Michael Cyprian Cuss,
    Board Director
       111 Rippling Brook Way,
    Bernardsville, NJ 07924
    USA
       Biopharmaceutical Consultant   

    United Kingdom

     

    United States

    Viviane Monges,
    Board Director
      

    Chemin de Craivavers 32,

    1012 Lausanne,
    Switzerland

       Professional Board Director    France
    Henrik Poulsen,
    Board Director
       Emiliekildevej 36
    2930 Klampenborg
    Denmark
      

    Senior Advisor, A.P. Møller

    Holding and Professional Board Director

       Denmark
    Britt Meelby Jensen
    Board Director
       Bukkeballevej 10
    2960 Rungsted Kyst
    Denmark
       Chief Executive Officer,
    Ambu A/S
       Denmark
    Susanne Antonie Schaffert
    Board Director
       Am Eichenwald 18
    91054 Erlangen
    Germany
       Professional Board Director    Germany
    Kasim Kutay,
    Chief Executive Officer
       Bredgade 65, 3.tv.
    1260 Copenhagen K.
    Denmark
       Chief Executive Officer,
    Novo Holdings A/S
       United Kingdom
    Nigel Kevin Govett
    Chief Financial Officer
      

    Ingeborg Vænge 2,

    2960 Rungsted Kyst
    Denmark

       Chief Financial Officer,
    Novo Holdings A/S
       United Kingdom


    Novo Nordisk Foundation

    Name, Title

      

    Address

      

    Principal Occupation

      

    Citizenship

    Lars Rebien Sørensen,

    Chair of the Board

       Via Volpini 35
    53040 Cetona SI
    Italy
       Professional Board Director    Denmark

    Lars Henrik Munch,

    Vice Chair of the Board

      

    Galionsvej 46

    1437 København K

    Denmark

       Professional Board Director    Denmark

    Steen Riisgaard,

    Board Director

       Hestetangsvej 155
    3520 Farum
    Denmark
       Professional Board Director    Denmark

    Lars Henrik Fugger,

    Board Director

      

    72 Staunton Road,

    Headington

    OX3 7TP Oxford
    Great Britain

       Professor, John Radcliffe Hospital, University of Oxford, Oxford, Great Britain    Denmark

    Liselotte Højgaard,

    Board Director

      

    Grønningen 21, 4.

    1270 København K

    Denmark

       Professor    Denmark

    Nana Sejbaek,

    Board Director

      

    Vinrankevej 3

    2900 Hellerup

    Denmark

       Operating Advisor with Goldman Sachs Asset Management and Professional Board Director    Denmark

    Christopher Ashby Voigt

    Board Director

      

    57 Elizabeth Road

    Belmont, MA 02478-3819

    USA

       Professor of Advanced Biotechnology at Massachusetts Institute of Technology (MIT)    USA

    Mads Boritz Grøn,

    Board Director

      

    Horsevænget 4

    3400 Hillerød

    Denmark

       Senior Lead Auditor,
    Novo Nordisk A/S
       Denmark

    Ole Jakob Müller,

    Board Director

      

    Borgmester Jensens A 11, 4.

    00003
    2100 Copenhagen Ø

    Denmark

       Senior Environmental Specialist,
    Novozymes A/S
       Denmark

    Stig Strøbaek,

    Board Director

       Furesøgårdsvej 2
    3520 Farum
    Denmark
       Electrician,
    Novo Nordisk A/S
       Denmark

    Mads Krogsgaard Thomsen,

    Chief Executive Officer

      

    Præstevejen 38

    3230 Græsted

    Denmark

       Chief Executive Officer,
    Novo Nordisk Foundation
       Denmark
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