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    SEC Form SC 13G filed by Psyence Biomedical Ltd.

    11/12/24 1:45:06 PM ET
    $PBM
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $PBM alert in real time by email
    SC 13G 1 sch13g.htm
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

     
    SCHEDULE 13G
    Under the Securities Exchange Act of 1934
     
    (Amendment No. )


    Psyence Biomedical Ltd.
    (Name of Issuer)
     
    Common Shares, no par value
    (Title of Class of Securities)
     
    74449F100
    (CUSIP Number)
     
    September 30, 2024
    (Date of Event Which Requires Filing of the Statement)


    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


    ☒
    Rule 13d-1(b)

    ☐
    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 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 (“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).

    Page 1 of 5

    Cusip No. 74449F100
     
    Page 2 of 5 Pages
     
     
    1.
     
    NAME OF REPORTING PERSONS
     
    AdvisorShares Trust

     
    2.
     
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (see instructions)
    (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
     1,232,376
     
    6.

     SHARED VOTING POWER
     0
     
    7.

     SOLE DISPOSITIVE POWER
     1,232,376
     
    8.

     SHARED DISPOSITIVE POWER
     0
     
    9.

     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     1,232,376
     
    10.

     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
     ☐
     
    11.

     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
     7.38%
     
    12.

     TYPE OF REPORTING PERSON (See Instructions)
     IV
             

    Page 2 of 5

    Cusip No. 74449F100
     
    Page 3 of 5 Pages

    Item 1(a).
    Name of Issuer:  Psyence Biomedical Ltd.

    Item 1(b).
    Address of Issuer’s Principal Executive Offices:

    121 Richmond Street West
    Penthouse Suite 1300
    Toronto, Ontario M5H 2K1
    Canada

    Item 2(a).
    Name of Person Filing: AdvisorShares Trust

    Item 2(b).
    Address of Principal Business Office or, if none, Residence:

    4800 Montgomery Lane, Suite 150
    Bethesda, Maryland 20814

    Item 2(c).
    Citizenship: Delaware

    Item 2(d).
    Title of Class of Securities:  Common Shares, no par value

    Item 2(e).
    CUSIP Number: 74449F100

    Item 3.
    If this statement is filed pursuant to Rules 13d-1(b), or 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);
           
     
    (b)
    [  ]
    Bank as defined in Section 3(a)(6) of the Act (15 U.S.C 78c);
           
     
    (c)
    [  ]
    Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C 78c);
           
     
    (d)
    [X]
    Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
           
     
    (e)
    [ ]
    An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
           
     
    (f)
    [  ]
    An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
           
     
    (g)
    [  ]
    A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
           
     
    (h)
    [  ]
    A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
           
     
    (i)
    [  ]
    A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
           
     
    (j)
    [  ]
    A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
           
     
    (k)
    [   ]
    Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

    If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
    _______________
     
    Page 3 of 5

    Cusip No. 74449F100
     
    Page 4 of 5 Pages

    Item 4.
    Ownership:

    Provide the following information regarding the aggregate number and percentage of class of securities of the issuer identified in Item 1.


    (a)
    Amount beneficially owned:  1,232,376


    (b)
    Percent of Class: 7.38%


    (c)
    Number of shares as to which such person has:


    (i)
    sole power to vote or to direct the vote: 1,232,376


    (ii)
    shared power to vote or to direct the vote: 0


    (iii)
    sole power to dispose or to direct the disposition of: 1,232,376


    (iv)
    shared power to dispose or to direct the disposition of: 0

    Item 5.
    Ownership of Five Percent or Less of a Class:

    If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [  ].

    Item 6.
    Ownership of More than Five 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


    Page 4 of 5

    Cusip No. 74449F100
     
    Page 5 of 5 Pages

    Item 10. Certifications:

    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.


    SIGNATURE

    After reasonable inquiry and to the best of its knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     
    November 12, 2024
     
    (Date)
       
     
    /s/ Stefanie Little
     
    (Signature)
       
     
    Stefanie Little – Chief Compliance Officer
     
    Name and Title

     

    Page 5 of 5
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