SEC Form SC 13G/A filed by AC Immune SA (Amendment)

2/10/23 4:01:15 PM ET

$ACIU

Biotechnology: Pharmaceutical Preparations

Health Care

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SC 13G/A 1 ea173207-13ga4dievini_acimm.htm AMENDMENT NO. 4 TO SCHEDULE 13G

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 13d-2 (b)

(Amendment No. 4)

AC IMMUNE SA

(Name of Issuer)

Common shares, nominal value CHF 0.02 per share

(Title of Class of Securities)

H00263105

(CUSIP Number)

December 31, 2022

(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)

☐

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 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).

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1.	Name of Reporting Persons dievini Hopp BioTech holding GmbH & Co. KG
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 16,316,742 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 16,316,742 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 16,316,742 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 19.5% ⁽³⁾
12.	Type of Reporting Person (See Instructions) OO

(1)

This Schedule 13G is filed by dievini Hopp BioTech holding GmbH & Co. KG (“dievini”), DH-Capital GmbH & Co. KG (“DH-Capital”), OH Beteiligungen GmbH& Co. KG (“OH Beteiligungen”), Dietmar Hopp, Oliver Hopp, Daniel Hopp, Prof. Dr. Friedrich von Bohlen und Halbach (“Dr. von Bohlen”), Prof. Dr. Christof Hettich (“Dr. Hettich”), Dr. Mathias Hothum (“Dr. Hothum” and together with dievini, DH-Capital, OH Beteiligungen, Dietmar Hopp, Oliver Hopp, Daniel Hopp, Dr. von Bohlen and Dr. Hettich, collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.

(2)	Represents shares held of record by dievini.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

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1.	Name of Reporting Persons DH-Capital GmbH & Co. KG
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 16,316,742 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 16,316,742 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 16,316,742 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 19.5% ⁽³⁾
12.	Type of Reporting Person (See Instructions) OO

(1)

(2)	Represents shares held of record by dievini.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons OH Beteiligungen GmbH & Co. KG
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 16,316,742 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 16,316,742 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 16,316,742 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 19.5% ⁽³⁾
⁽²⁾12.	Type of Reporting Person (See Instructions) OO

(1)

(2)	Represents shares held of record by dievini.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons Dietmar Hopp
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 16,316,742 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 16,316,742 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 16,316,742 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 19.5% ⁽³⁾
12.	Type of Reporting Person (See Instructions) IN

(1)

(2)	Represents shares held of record by dievini.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons Oliver Hopp
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 16,316,742 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 16,316,742 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 16,316,742 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 19.5 ⁽³⁾
12.	Type of Reporting Person (See Instructions) IN

(1)

(2)	Represents shares held of record by dievini.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons Daniel Hopp
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 16,316,742 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 16,316,742 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 16,316,742 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 19.5 ⁽³⁾
12.	Type of Reporting Person (See Instructions) IN

(1)

(2)	Represents shares held of record by dievini.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons Prof. Dr. Friedrich von Bohlen und Halbach
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 687,128 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 687,128 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 687,128 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 0.8%⁽³⁾
12.	Type of Reporting Person (See Instructions) IN

(1)

(2)	Represents shares held of record by Bohlini invest GmbH, a company wholly owned and controlled by Dr. von Bohlen.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons Prof. Dr. Christof Hettich
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 470,779 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 470,779 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 470,779 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 0.6% ⁽³⁾
12.	Type of Reporting Person (See Instructions) IN

(1)

(2)	Represents shares held of record by 4H invest GmbH, a company wholly owned and controlled by Dr. Hettich.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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1.	Name of Reporting Persons Dr. Mathias Hothum
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☐ (b) ☐ ⁽¹⁾
3.	SEC USE ONLY
4.	Citizenship or Place of Organization Germany

Number of Shares Beneficially Owned by Each Reporting Person With:	5.	Sole Voting Power 0 common shares
	6.	Shared Voting Power 360,820 common shares ⁽²⁾
	7.	Sole Dispositive Power 0 common shares
	8.	Shared Dispositive Power 360,820 common shares ⁽²⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 360,820 common shares ⁽²⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
11.	Percent of Class Represented by Amount in Row (9) 0.4 ⁽³⁾
12.	Type of Reporting Person (See Instructions) IN

(1)

(2)	Represents shares held of record by MH-LT-Investments GmbH, a company wholly owned and controlled by Dr. Hothum.

(3)	This percentage is calculated based on 83,590,948 shares of the Issuer’s common shares reported to be issued by the Issuer as of September 30, 2022, as reported on the Issuer’s Form 6-K filed on October 28, 2022.

CUSIP NO. H00263105

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This Amendment No. 4 to Schedule 13G (this “Amendment”) amends the Schedule 13G filed with the Securities and Exchange Commission on May 5, 2022 by the Reporting Persons (the “Statement”) with respect to common shares, nominal value CHF 0.02 per share (the “Shares”) of AC Immune SA, a Swiss stock corporation (the “Issuer”).

Item 1(a)

Name of Issuer:

AC Immune SA

Item 1(b)

Address of Issuer’s principal executive offices:

EPFL Innovation Park

Building B

1015 Lausanne

Switzerland

Items 2(a)

Name of Reporting Persons filing:

dievini Hopp BioTech holding GmbH & Co. KG (“dievini”)

DH-Capital GmbH & Co. KG (“DH-Capital”)

OH Beteiligungen GmbH & Co. KG (“OH Beteiligungen”)

Dietmar Hopp

Oliver Hopp

Daniel Hopp

Prof. Dr. Friedrich von Bohlen und Halbach (“Dr. von Bohlen”)

Prof. Dr. Christof Hettich (“Dr. Hettich”)

Dr. Mathias Hothum (“Dr. Hothum”)

Item 2(b)

Address or principal business office or, if none, residence:

The address of the principal business office of dievini, Dietmar Hopp, Dr. von Bohlen, Dr. Hettich and Dr. Hothum is c/o dievini Hopp BioTech holding GmbH & Co. KG, Johann-Jakob-Astor Straße 57, 69190 Walldorf, Germany.

The address of the principal business office of DH-Capital GmbH & Co. KG and OH Beteiligungen GmbH & Co. KG is Opelstraße 28, 68789 St. Leon-Rot, Germany.

The address of the principal business office of Oliver Hopp is Johann-Jakob-Astor-Straße 59, 69190 Walldorf, Germany.

The address of the principal business office of Daniel Hopp is Johann-Jakob-Astor-Straße 57, 69190 Walldorf, Germany.

The address of Dr. Hettich is Silcherstraße 6, 68723 Schwetzingen, Germany.

The address of Dr Hothum is Bürgermeister-Willinger-Straße 3, 69190 Walldorf, Germany.

The address of Dr von Bohlen is Neuenheimer Landstraße 4, 69120 Heidelberg, Germany.

Item 2(c)

Citizenship:

Name		Citizenship or Place of Organization
Dievini		Germany
DH-Capital		Germany
OH Beteiligungen		Germany
Dietmar Hopp		Germany
Oliver Hopp		Germany
Daniel Hopp		Germany
Dr. von Bohlen		Germany
Dr. Hettich		Germany
Dr. Hothum		Germany

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Item 2(d)

Title of class of securities:

Common shares, nominal value CHF 0.02 per share

Item 2(e)

CUSIP No.:

H00263105

Item 3

If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filings is a:

Not applicable.

Item 4

Ownership

With respect to the beneficial ownership of each Reporting Person, see Items 5 through 11 of the cover pages to this Schedule 13G, which are incorporated herein by reference. These items reflect the beneficial ownership of each Reporting Person as of December 31, 2022.

DH-Capital and OH Beteiligungen are collectively the holders of 100% of the limited partner interest in dievini and therefore, control the voting and dispositive decisions of dievini together and may be deemed to beneficially own the shares held by dievini. Dietmar Hopp, Oliver Hopp and Daniel Hopp are the ultimate controlling persons of dievini, DH-Capital and OH Beteiligungen, and control the voting and investment decisions of the ultimate parent company of dievini and therefore, may be deemed to beneficially own the shares held by dievini by virtue of their status as controlling persons of dievini.

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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: ☐

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.

Item 10

Certifications

Not applicable.

CUSIP NO. H00263105

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Page 14 of 15 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.

Dated: February 10, 2023

DIEVINI HOPP BIOTECH HOLDING GMBH & CO. KG

By:	dievini Verwaltungs GmbH
	its General Partner

By:	/s/ Dr. Marc Hauser
	Name:	Dr. Marc Hauser
	Title:	Attorney-in-fact

DH-CAPITAL GMBH & CO. KG

By:	DH Verwaltungs GmbH
	its General Partner

By:	/s/ Dr. Marc Hauser
	Name:	Dr. Marc Hauser
	Title:	Attorney-in-fact

OH BETEILIGUNGEN GMBH & CO. KG

By:	OH Verwaltungs GmbH
	its General Partner

By:	/s/ Dr. Marc Hauser
	Name:	Dr. Marc Hauser
	Title:	Attorney-in-fact

	/s/ Dr. Marc Hauser as attorney-in-fact
	DIETMAR HOPP

	/s/ Dr. Marc Hauser as attorney-in-fact
	OLIVER HOPP

	/s/ Dr. Marc Hauser as attorney-in-fact
	DANIEL HOPP

	/s/ Dr. Marc Hauser as attorney-in-fact
	FRIEDRICH VON BOHLEN UND HALBACH

	/s/ Dr. Marc Hauser as attorney-in-fact
	CHRISTOF HETTICH

	/s/ Dr. Marc Hauser as attorney-in-fact
	MATHIAS HOTHUM

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Exhibit(s):

1 – Power of Attorney		Incorporated by reference to Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons on February 14, 2017 with respect to the common shares of the Issuer.

2 - Joint Filing Statement		Incorporated by reference to Exhibit 99.2 to the Schedule 13G filed by the Reporting Persons on February 14, 2017 with respect to the common shares of the Issuer.

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Date	Price Target	Rating	Analyst
5/31/2024	$8.00	Buy	BTIG Research
12/20/2021	$17.00 → $15.00	Outperform	SVB Leerink

SEC Form SC 13G/A filed by AC Immune SA (Amendment)

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Amendment: SEC Form SC 13G/A filed by AC Immune SA