• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
PublishDashboard
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlertsPublish with Us
    Company
    AboutQuantisnow PlusContactJobsAI employees
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC 13G/A filed

    2/5/21 4:23:13 PM ET
    $ARTL
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $ARTL alert in real time by email
    SC 13G/A 1 p21-0489sc13ga.htm ARTELO BIOSCIENCES, INC.

     

    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
     
     
    SCHEDULE 13G/A
     
     
    Under the Securities Exchange Act of 1934
     
    (Amendment No. 1)*
     

    Artelo Biosciences, Inc.

    (Name of Issuer)
     

    Common Stock, par value $0.001 per share

    (Title of Class of Securities)
     

    04301G201

    (CUSIP Number)
     

    December 31, 2020

    (Date of Event Which Requires Filing of this Statement)
     
     
    Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
     
    ¨ Rule 13d-1(b)
    x Rule 13d-1(c)
    ¨ Rule 13d-1(d)
     
    (Page 1 of 11 Pages)

     

    ______________________________

    * 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 (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. 04301G201

    13G/APage 2 of 11 Pages

     

    1

    NAMES OF REPORTING PERSONS

    Kingsbrook Opportunities Master Fund LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) x

    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

    - 0 -

    6

    SHARED VOTING POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    7

    SOLE DISPOSITIVE POWER

    - 0 -

    8

    SHARED DISPOSITIVE POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    800,000 shares of Common Stock issuable upon exercise of warrants*

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    4.99% (See Item 4)*

    12

    TYPE OF REPORTING PERSON

    PN

             

     

    * The information set forth on this cover page reflects information as of December 31, 2020. The warrants are subject to a 4.99% beneficial ownership blocker (the "Blocker") and the percentage set forth in row (11) gives effect to the Blocker. However, rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon the exercise in full of the warrants and does not give effect to the Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the Blocker, is less than the number of securities reported in rows (6), (8) and (9).

     

    CUSIP No. 04301G201

    13G/APage 3 of 11 Pages

     

     

    1

    NAMES OF REPORTING PERSONS

    Kingsbrook Opportunities GP LLC

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) x

    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

    - 0 -

    6

    SHARED VOTING POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    7

    SOLE DISPOSITIVE POWER

    - 0 -

    8

    SHARED DISPOSITIVE POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    800,000 shares of Common Stock issuable upon exercise of warrants*

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    4.99% (See Item 4)*

    12

    TYPE OF REPORTING PERSON

    OO

             

     

    * The information set forth on this cover page reflects information as of December 31, 2020. The warrants are subject to the Blocker and the percentage set forth in row (11) gives effect to the Blocker. However, rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon the exercise in full of the warrants and does not give effect to the Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the Blocker, is less than the number of securities reported in rows (6), (8) and (9).

     

    CUSIP No. 04301G201

    13G/APage 4 of 11 Pages

     

     

    1

    NAMES OF REPORTING PERSONS

    Kingsbrook Partners LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) x

    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

    - 0 -

    6

    SHARED VOTING POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    7

    SOLE DISPOSITIVE POWER

    - 0 -

    8

    SHARED DISPOSITIVE POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    800,000 shares of Common Stock issuable upon exercise of warrants*

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    4.99% (See Item 4)*

    12

    TYPE OF REPORTING PERSON

    PN

             

     

    * The information set forth on this cover page reflects information as of December 31, 2020. The warrants are subject to the Blocker and the percentage set forth in row (11) gives effect to the Blocker. However, rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon the exercise in full of the warrants and does not give effect to the Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the Blocker, is less than the number of securities reported in rows (6), (8) and (9).

     

    CUSIP No. 04301G201

    13G/APage 5 of 11 Pages

     

     

    1

    NAMES OF REPORTING PERSONS

    Ari Storch

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) x

    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

    800,000 shares of Common Stock issuable upon exercise of warrants*

    7

    SOLE DISPOSITIVE POWER

    - 0 -

    8

    SHARED DISPOSITIVE POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    800,000 shares of Common Stock issuable upon exercise of warrants*

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    4.99% (See Item 4)*

    12

    TYPE OF REPORTING PERSON

    IN

             

     

    * The information set forth on this cover page reflects information as of December 31, 2020. The warrants are subject to the Blocker and the percentage set forth in row (11) gives effect to the Blocker. However, rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon the exercise in full of the warrants and does not give effect to the Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the Blocker, is less than the number of securities reported in rows (6), (8) and (9).

     

    CUSIP No. 04301G201

    13G/APage 6 of 11 Pages

     

     

    1

    NAMES OF REPORTING PERSONS

    Adam J. Chill

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) x

    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

    800,000 shares of Common Stock issuable upon exercise of warrants*

    7

    SOLE DISPOSITIVE POWER

    - 0 -

    8

    SHARED DISPOSITIVE POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    800,000 shares of Common Stock issuable upon exercise of warrants*

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    4.99% (See Item 4)*

    12

    TYPE OF REPORTING PERSON

    IN

             

     

    * The information set forth on this cover page reflects information as of December 31, 2020. The warrants are subject to the Blocker and the percentage set forth in row (11) gives effect to the Blocker. However, rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon the exercise in full of the warrants and does not give effect to the Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the Blocker, is less than the number of securities reported in rows (6), (8) and (9).

     

    CUSIP No. 04301G201

    13G/APage 7 of 11 Pages

     

     

    1

    NAMES OF REPORTING PERSONS

    Scott Wallace

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

    (a) ¨

    (b) x

    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

    800,000 shares of Common Stock issuable upon exercise of warrants*

    7

    SOLE DISPOSITIVE POWER

    - 0 -

    8

    SHARED DISPOSITIVE POWER

    800,000 shares of Common Stock issuable upon exercise of warrants*

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    800,000 shares of Common Stock issuable upon exercise of warrants*

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    4.99% (See Item 4)*

    12

    TYPE OF REPORTING PERSON

    IN

             

     

    * The information set forth on this cover page reflects information as of December 31, 2020. The warrants are subject to the Blocker and the percentage set forth in row (11) gives effect to the Blocker. However, rows (6), (8) and (9) show the number of shares of Common Stock that would be issuable upon the exercise in full of the warrants and does not give effect to the Blocker. Therefore, the actual number of shares of Common Stock beneficially owned by such Reporting Person, after giving effect to the Blocker, is less than the number of securities reported in rows (6), (8) and (9).

     

    CUSIP No. 04301G201

    13G/APage 8 of 11 Pages

     

     

    Item 1(a). NAME OF ISSUER.
       
      The name of the issuer is Artelo Biosciences, Inc. (the "Company").

     

    Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
       
      The Company's principal executive offices are located at 888 Prospect Street, Suite 210, La Jolla, CA 92037.

     

    Item 2(a). NAME OF PERSON FILING:

     

      This statement is filed by:

     

      (i) Kingsbrook Opportunities Master Fund LP, a Delaware limited partnership (the "Kingsbrook Fund"), with respect to the shares of Common Stock (as defined below)  issuable upon exercise of warrants directly held by it;
       
      (ii) Kingsbrook Opportunities GP LLC, a Delaware limited liability company (the "General Partner"), which serves as the general partner of the Kingsbrook Fund, with respect to the shares of Common Stock issuable upon exercise of warrants directly held by the Kingsbrook Fund;
         
      (iii) Kingsbrook Partners LP, a Delaware limited partnership (the "Investment Manager"), which serves as the investment manager to the Kingsbrook Fund, with respect to the shares of Common Stock issuable upon exercise of warrants directly held by the Kingsbrook Fund;
         
      (iv) Mr. Ari Storch ("Mr. Storch"), who serves as senior managing member to the General Partner and KB GP LLC, the general partner of the Investment Manager, with respect to the shares of Common Stock issuable upon exercise of warrants directly held by the Kingsbrook Fund;
         
      (v) Mr. Adam J. Chill ("Mr. Chill"), who serves as managing member to the General Partner and KB GP LLC, the general partner of the Investment Manager, with respect to the shares of Common Stock issuable upon exercise of warrants directly held by the Kingsbrook Fund; and
       
      (iii) Mr. Scott Wallace ("Mr. Wallace"), who serves as managing member to the General Partner and KB GP LLC, the general partner of the Investment Manager, with respect to the shares of Common Stock issuable upon exercise of warrants directly held by the Kingsbrook Fund.

     

      The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
       
      The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the Common Stock reported herein.

     

     

    CUSIP No. 04301G201

    13G/APage 9 of 11 Pages

     

     

    Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

     

      The address of the business office of each of the Reporting Persons is c/o Kingsbrook Partners LP, 689 Fifth Avenue, 12th Floor, New York, NY 10022.

     

    Item 2(c). CITIZENSHIP:

     

      The Kingsbrook Fund is a Delaware limited partnership. The General Partner is a Delaware limited liability company.  The Investment Manager is a Delaware limited partnership.  Messrs. Storch, Chill and Wallace are each United States citizens.

     

    Item 2(d). TITLE OF CLASS OF SECURITIES:
       
      Common Stock, par value $0.001 per share (the "Common Stock").

     

    Item 2(e). CUSIP NUMBER:
       
      04301G201

     

    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) ¨ 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) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
      (e) ¨ Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
      (f) ¨

    Employee benefit plan or endowment fund in accordance with

    Rule 13d-1(b)(1)(ii)(F);

     

      (g) ¨

    Parent holding company or control person in accordance with

    Rule 13d-1(b)(1)(ii)(G);

      (h) ¨

    Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

     

      (i) ¨

    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) ¨ Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
      (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

     

    CUSIP No. 04301G201

    13G/APage 10 of 11 Pages

     

     

     

    If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

    specify the type of institution:                                                                                     

     

    Item 4. OWNERSHIP.

     

       

    The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each Reporting Person.

     

    The percentages used in this Schedule 13G are calculated based upon 15,111,587 shares of Common Stock outstanding as of October 30, 2020, as reported in the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 2020 filed with Securities and Exchange Commission on November 4, 2020 and assumes the exercise of the warrants held by the Kingsbrook Fund subject to the Blocker.

     

    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 five percent of the class of securities, check the following: x

     

    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.
       
      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. CERTIFICATION.

     

      Each of the Reporting Persons hereby makes the following certification:
       
      By signing below, each Reporting Person certifies that, to the best of his or its 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.

     

    CUSIP No. 04301G201

    13G/APage 11 of 11 Pages

     

    SIGNATURES

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

    DATED: February 5, 2021

     

      KINGSBROOK OPPORTUNITIES MASTER FUND LP
      By: Kingsbrook Opportunities GP LLC, its general partner
       
     

    /s/ Adam J. Chill

      Name:  Adam J. Chill
      Title:    Managing Member
       
       
      KINGSBROOK OPPORTUNITIES GP LLC
       
      /s/ Adam J. Chill
      Name:  Adam J. Chill
      Title:    Managing Member
       
      KINGSBROOK Partners LP
      By:  KB GP LLC, its general partner
       
      /s/ Adam J. Chill
      Name:  Adam J. Chill
      Title:    Managing Member
       
      /s/ Ari Storch
      Ari Storch
       
      /s/ Adam J. Chill
      Adam J. Chill
       
      /s/ Scott Wallace
      Scott Wallace
       
       

     

    Get the next $ARTL alert in real time by email

    Chat with this insight

    Save time and jump to the most important pieces.

    Recent Analyst Ratings for
    $ARTL

    DatePrice TargetRatingAnalyst
    11/1/2021$4.00Buy
    HC Wainwright & Co.
    More analyst ratings

    $ARTL
    Press Releases

    Fastest customizable press release news feed in the world

    See more
    • Artelo Biosciences Announces Reverse Stock Split

      SOLANA BEACH, Calif., June 11, 2025 (GLOBE NEWSWIRE) -- Artelo Biosciences, Inc. (NASDAQ:ARTL), a clinical-stage pharmaceutical company focused on modulating lipid-signaling pathways to develop treatments for people living with cancer, pain, dermatological or neurological conditions, today announced that on May 20, 2025 Artelo's Board of Directors approved a 6-for-1 reverse stock split ("Reverse Split") of the Company's common stock ("Common Stock"). The Company's common shares will begin trading on a split-adjusted basis on the Nasdaq Capital Market commencing at the market open, June 13, 2025. The Board of Directors determined the 6-for-1 ratio to be appropriate in order to increase the

      6/11/25 8:30:00 AM ET
      $ARTL
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • Artelo's Fatty Acid Binding Protein 5 Inhibitor, ART26.12, Compares Favorably to Naproxen in an Osteoarthritis Pain Study

      SOLANA BEACH, Calif., June 05, 2025 (GLOBE NEWSWIRE) -- Artelo Biosciences, Inc. (NASDAQ:ARTL), a clinical-stage pharmaceutical company focused on modulating lipid-signaling pathways to develop treatments for people living with cancer, pain, dermatological or neurological conditions, today announced its presentation of new data at the British Pain Conference held in Newport, Wales, UK on June 3-5, 2025 (https://bpsasm.org/) that further validates the therapeutic potential of Fatty Acid Binding Protein (FABP) inhibitors in treating osteoarthritis (OA) pain. Professor Saoirse O'Sullivan, Vice President of Translation Sciences at Artelo Biosciences, presented results from an animal study tit

      6/5/25 9:00:00 AM ET
      $ARTL
      Biotechnology: Pharmaceutical Preparations
      Health Care
    • New Independent Review Paper Strengthens Therapeutic Rationale for Artelo's FABP Inhibitor Program in Anxiety and Depression

      SOLANA BEACH, Calif., June 02, 2025 (GLOBE NEWSWIRE) -- Artelo Biosciences, Inc. (NASDAQ:ARTL), a clinical-stage pharmaceutical company focused on modulating lipid-signaling pathways to develop treatments for people living with cancer, pain, dermatological or neurological conditions, today welcomed the publication of a comprehensive review in Neurobiology of Disease, titled "Fatty acid binding proteins and their involvement in anxiety and mood disorders," that underscores the therapeutic potential of Fatty Acid Binding Protein (FABP) inhibitors in treating mood and anxiety disorders. The peer-reviewed article was co-authored by Doctor Steven Laviolette, Professor in the Schulich School of

      6/2/25 9:00:00 AM ET
      $ARTL
      Biotechnology: Pharmaceutical Preparations
      Health Care