SEC Form SC 13G/A filed by BioAtla Inc. (Amendment)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Amendment No. 3)*
BioAtla, Inc.
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(Name of Issuer)
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Common Stock, par value $0.0001
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(Title of Class of Securities)
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09077B104
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(CUSIP Number)
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December 31, 2023
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(Date of Event which Requires Filing of this Statement)
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*
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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.
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CUSIP No. 09077B104
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1
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NAMES OF REPORTING PERSONS
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Jay M. Short
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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2,103,542 (includes 405,532 shares underlying options that are exercisable within 60 days of December 31, 2023)
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6
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SHARED VOTING POWER
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1,354,648 (of which 1,354,598 shares are owned or controlled by Dr. Short’s spouse as to which he disclaims beneficial ownership, except to the extent of his pecuniary interest therein, if any)
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7
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SOLE DISPOSITIVE POWER
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2,103,542 (includes 405,532 shares underlying options that are exercisable within 60 days of December 31, 2023)
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8
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SHARED DISPOSITIVE POWER
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1,354,648 (of which 1,354,598 shares are owned or controlled by Dr. Short’s spouse as to which he disclaims beneficial ownership, except to the extent of his pecuniary interest therein, if any)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,458,190
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.2%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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CUSIP No. 09077B104
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1
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NAMES OF REPORTING PERSONS
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Himalaya Parent LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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‑ 0 ‑
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6
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SHARED VOTING POWER
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50
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7
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SOLE DISPOSITIVE POWER
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‑ 0 ‑
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8
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SHARED DISPOSITIVE POWER
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50
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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50
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO – limited liability company
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Item 1(a).
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Name of Issuer:
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BioAtla, Inc. |
Item 1(b).
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Address of Issuer's Principal Executive Offices:
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11085 Torreyana Road, San Diego, California 92121 |
Item 2(a).
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Name of Person Filing:
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(1) Jay M. Short
(2) Himalaya Parent LLC
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
(1) Jay M. Short
c/o BioAtla, Inc.
11085 Torreyana Road
San Diego, California 92121
(2) Himalaya Parent LLC
c/o BioAtla, Inc.
11085 Torreyana Road
San Diego, California 92121
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Item 2(c).
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Citizenship:
(1) Jay M. Short: United States of America
(2) Himalaya Parent LLC: Delaware
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Item 2(d).
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Title of Class of Securities:
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Common Stock, par value $0.0001 |
Item 2(e).
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CUSIP Number:
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09077B104 |
Item 3.
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If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or
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240.13d-2(b) or (c), Check Whether the Person Filing Is a(n): |
(a)
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☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
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(b)
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☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);
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(f)
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☐ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);
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(g)
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☐ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);
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(h)
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☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);
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(k)
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☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of
institution: Not Applicable.
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned:
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(1) Jay M. Short: 3,458,190
(2) Himalaya Parent LLC: 50
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(b)
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Percent of class:
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(1) Jay M. Short: 7.2%
(2) Himalaya Parent LLC: 0.0%
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The above percentages are calculated in accordance with Rule 13d-3 based on 48,077,599 issued and outstanding shares of common stock of the Issuer as of December 31, 2023. |
(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote:
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(1)Jay M. Short: 2,103,542
(2)Himalaya Parent LLC: 0
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(ii)
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Shared power to vote or to direct the vote:
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(1)Jay M. Short: 1,354,648
(2)Himalaya Parent LLC: 50
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(iii)
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Sole power to dispose or to direct the disposition of:
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(1)Jay M. Short: 2,103,542
(2)Himalaya Parent LLC: 0
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(iv)
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Shared power to dispose or to direct the disposition of:
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(1)Jay M. Short: 1,354,648
(2)Himalaya Parent LLC: 50
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More Than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certification.
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(a) Not applicable.
(b) Not applicable.
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Dated: February 9, 2024
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Jay M. Short
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By:
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/s/ Jay M. Short |
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Name: Jay M. Short
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Dated: February 9, 2024
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Himalaya Parent LLC
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By:
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/s/ Jay M. Short |
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Name: Jay M. Short
Title: Manager
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