UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO §240.13d-2
Science 37 Holdings, Inc.
(Name of Issuer)
Common
Stock, $0.0001 par value
(Title of Class of Securities)
808644108
(CUSIP Number)
October 6, 2021
(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) | |
| x | Rule 13d-1 (c) | |
| ¨ | Rule 13d-1 (d) |
| * | 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 the disclosures provided in a prior cover page. |
| The information required in 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 ("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). |
(Continued
on following page(s))
Page 1 of 9 Pages
| CUSIP No. 808644108 | 13G | Page 2 of 9 Pages |
| 1 | NAME OF REPORTING PERSON LifeSci Holdings, LLC. |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 4,918,487 |
| 6 | SHARED VOTING POWER 0 | |
| 7 | SOLE DISPOSITIVE POWER 4,918,487 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,918,487 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)EXCLUDES CERTAIN SHARES* ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.29% |
| 12 | TYPE OF REPORTING PERSON* OO |
| CUSIP No. 808644108 | 13G | Page 3 of 9 Pages |
| 1 | NAME OF REPORTING PERSON LifeSci Venture Partners II LP |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 1,945,897 |
| 6 | SHARED VOTING POWER 0 | |
| 7 | SOLE DISPOSITIVE POWER 1,945,897 | |
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,945,897 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)EXCLUDES CERTAIN SHARES* ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.7% |
| 12 | TYPE OF REPORTING PERSON* OO |
| CUSIP No. 808644108 | 13G | Page 4 of 9 Pages |
| 1 | NAME OF REPORTING PERSON Andrew McDonald |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 6,864,384(1) | |
| 7 | SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 6,864,384(1) |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,864,384(1) |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)EXCLUDES CERTAIN SHARES* ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.98% |
| 12 | TYPE OF REPORTING PERSON* IN |
| (1) | Consists of 4,918,487 shares of common stock owned by LifeSci Holdings LLC (“LifeSci Holdings”) and 1,945,897 shares of common stock owned by LifeSci Venture Partners II LP (“LifeSci Ventures”). Andrew McDonald shares voting and dispositive power over the shares owned by the LifeSci Holdings and LifeSci Ventures. |
| CUSIP No. 808644108 | 13G | Page 5 of 9 Pages |
| 1 | NAME OF REPORTING PERSON Michael Rice |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 6,864,384(1) | |
| 7 | SOLE DISPOSITIVE POWER 0 | |
| 8 | SHARED DISPOSITIVE POWER 6,864,384(1) |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,864,384(1) |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)EXCLUDES CERTAIN SHARES* ¨ |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.98% |
| 12 | TYPE OF REPORTING PERSON* IN |
| (1) | Consists of 4,918,487 shares of common stock owned by LifeSci Holdings LLC (“LifeSci Holdings”) and 1,945,897 shares of common stock owned by LifeSci Venture Partners II LP (“LifeSci Ventures”). Michael Rice shares voting and dispositive power over the shares owned by the LifeSci Holdings and LifeSci Ventures. |
| CUSIP No. 808644108 | 13G | Page 6 of 9 Pages |
Explanatory Note
Item 1.
| (a) | Name of Issuer: Science 37 Holdings, Inc. (f/k/a LifeSci Acquisition II Corp.) |
| (b) | Address of Issuer’s Principal Executive Offices: |
600 Corporate Pointe, Suite 320 Culver City, California 90230
Item 2.
| (a) | Name of Person Filing: |
This statement is filed by:
(i) LifeSci Holdings, LLC
(ii) LifeSci Venture Partners II LP
(iii) Andrew McDonald
(iv) Michael Rice
| (b) | Address of Principal Business Office or if none, Residence: |
c/o LifeSci Capital LLC
250 W. 55th St., #3401
New York, NY 10019
| (c) | Citizenship: |
LifeSci Holdings, LLC – Delaware
LifeSci Venture Partners II LP – Delaware
Andrew McDonald – United States
Michael Rice – United States
| (d) | Title of Class of Securities: Common Stock, $0.0001 par value |
| (e) | CUSIP Number: 808644108 |
| Item 3. | Not Applicable |
| Item 4. | Ownership. |
| (a) | Amount Beneficially Owned: |
LifeSci Holdings, LLC – 4,918,487 shares.
LifeSci Venture Partners II LP – 1,945,897 shares.
Andrew McDonald – 6,864,384 shares. Consists of 4,918,487 shares of common stock owned by LifeSci Holdings LLC and 1,945,897 shares of common stock owned by LifeSci Venture Partners II LP.
Michael Rice – 6,864,384 shares. Consists of 4,918,487 shares of common stock owned by LifeSci Holdings LLC and 1,945,897 shares of common stock owned by LifeSci Venture Partners II LP.
| CUSIP No. 808644108 | 13G | Page 7 of 9 Pages |
| (b) | Percent of Class: |
LifeSci Holdings, LLC – 4.29%
LifeSci Venture Partners II LP – 1.70%
Andrew McDonald – 5.98%
Michael Rice – 5.98%
The foregoing percentages are based on 114,707,150 shares of common stock outstanding as of October 6, 2021.
| (c) | Number of shares as to which such person has: |
| (i) | sole power to vote or to direct the vote: |
LifeSci Holdings, LLC – 4,918,487 shares.
LifeSci Venture Partners II LP – 1,945,897 shares.
Andrew McDonald – 0 shares.
Michael Rice – 0 shares.
| (ii) | shared power to vote or to direct the vote: |
LifeSci Holdings, LLC – 0 shares.
LifeSci Venture Partners II LP – 0 shares.
Andrew McDonald – 6,864,384
Michael Rice – 6,864,384
| (iii) | sole power to dispose or to direct the disposition of: |
LifeSci Holdings, LLC – 4,918,487 shares.
LifeSci Venture Partners II LP – 1,945,897 shares.
Andrew McDonald – 0 shares.
Michael Rice – 0 shares.
| (iv) | shared power to dispose or to direct the disposition of: |
LifeSci Holdings, LLC – 0 shares.
LifeSci Venture Partners II LP – 0 shares.
Andrew McDonald – 6,864,384
Michael Rice – 6,864,384
| CUSIP No. 808644108 | 13G | Page 8 of 9 Pages |
| Item 5. | Ownership of Five Percent or Less of a Class: Not Applicable |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: Not Applicable |
| Item 7. | Identification and Classification of Subsidiary Which Acquired the Securities: 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. |
| CUSIP No. 808644108 | 13G | Page 9 of 9 Pages |
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.
October 15, 2021
| LIFESCI HOLDINGS, LLC | ||
| By: | /s/ Andrew McDonald | |
| Name: | Andrew McDonald | |
| Title: | Managing Member | |
| By: | /s/ Michael Rice | |
| Name: | Michael Rice | |
| Title: | Managing Member | |
| LIFESCI VENTURE PARTNERS II LP | ||
| By: | /s/ Andrew McDonald | |
| Name: | Andrew McDonald | |
| Title: | General Partner | |
| By: | /s/ Michael Rice | |
| Name: | Michael Rice | |
| Title: | General Partner | |
| /s/ Andrew McDonald | ||
| Andrew McDonald | ||
| /s/ Michael Rice | ||
| Michael Rice | ||
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, Provided, however, That a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.