SEC Form SC 13G/A filed by Inhibrx Inc. (Amendment)
SECURITIES AND EXCHANGE COMMISSION | ||||||||
Washington, D.C. 20549 |
o | Rule 13d-1(b) | ||||
o | Rule 13d-1(c) | ||||
x | Rule 13d-1(d) |
CUSIP NO. 45720L 107 | 13G | Page 2 of 6 |
(1) | Names of Reporting Persons Lappe Family Trust | ||||||||||
(2) | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||||||||
(a) | o | ||||||||||
(b) | o | ||||||||||
(3) | SEC Use Only | ||||||||||
(4) | Citizenship or Place of Organization United States | ||||||||||
Number of Shares Beneficially Owned by Each Reporting Person | (5) | Sole Voting Power 0 | |||||||||
(6) | Shared Voting Power 2,486,192 shares of Common Stock | ||||||||||
(7) | Sole Dispositive Power 0 | ||||||||||
(8) | Shared Dispositive Power 2,486,192 shares of Common Stock | ||||||||||
(9) | Aggregate Amount Beneficially Owned by Each Reporting Person 2,486,192 shares of Common Stock | ||||||||||
(10) | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||||||||||
(11) | Percent of Class Represented by Amount in Row (9) 5.2% (1) | ||||||||||
(12) | Type of Reporting Person (See Instructions) OO |
CUSIP NO. 45720L 107 | 13G | Page 3 of 6 |
(1) | Names of Reporting Persons Mark P. Lappe | ||||||||||
(2) | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||||||||
(a) | o | ||||||||||
(b) | o | ||||||||||
(3) | SEC Use Only | ||||||||||
(4) | Citizenship or Place of Organization United States | ||||||||||
Number of Shares Beneficially Owned by Each Reporting Person | (5) | Sole Voting Power 198,316 shares of Common Stock (1) | |||||||||
(6) | Shared Voting Power 2,986,192 shares of Common Stock (2) | ||||||||||
(7) | Sole Dispositive Power 198,316 shares of Common Stock (1) | ||||||||||
(8) | Shared Dispositive Power 2,986,192 shares of Common Stock (2) | ||||||||||
(9) | Aggregate Amount Beneficially Owned by Each Reporting Person 3,184,508 shares of Common Stock (1)(2) | ||||||||||
(10) | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | ||||||||||
(11) | Percent of Class Represented by Amount in Row (9) 6.7% (3) | ||||||||||
(12) | Type of Reporting Person (See Instructions) IN |
CUSIP NO. 45720L 107 | 13G | Page 4 of 6 |
Item 1. | ||||||||||||||
(a) | Name of Issuer: Inhibrx Inc., a Delaware corporation (the “Issuer”) | |||||||||||||
(b) | Address of Issuer’s Principal Executive Offices: 11025 N. Torrey Pines Road, Suite 200, La Jolla, California 92037 | |||||||||||||
Item 2 (a). | Name of Person Filing: This Statement is being filed on behalf of Mr. Mark P. Lappe (“Mr. Lappe”), as an individual, and the Lappe Family Trust (the “Trust”). Each of Mr. Lappe and the Trust may be referred to herein individually as a “Reporting Person” and collectively as the “Reporting Persons.” The agreement between the Reporting Persons to file jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act is filed with this Statement as Exhibit 1. | |||||||||||||
Item 2 (b). | Address of Principal Business Office or, if none, Residence: c/o Inhibrx Inc. 11025 N. Torrey Pines Road, Suite 200, La Jolla, California 92037 | |||||||||||||
Item 2 (c). | Citizenship: Mr. Lappe is a citizen of the United States of America. The Trust was established under the laws of the United States. | |||||||||||||
Item 2 (d) | Title of Class of Securities: Common Stock, par value $0.0001 per share (“Common Stock”) | |||||||||||||
Item 2 (e) | CUSIP Number: 45720L 107 | |||||||||||||
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: Not applicable. | |||||||||||||
(a) | o | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||||||||||||
(b) | o | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | ||||||||||||
(c) | o | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | ||||||||||||
(d) | o | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||||||||||||
(e) | o | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | ||||||||||||
(f) | o | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | ||||||||||||
(g) | o | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | ||||||||||||
(h) | o | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||||||||||||
(i) | o | A 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); | ||||||||||||
(j) | o | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | ||||||||||||
(k) | o | Group, in accordance with Rule 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:____________________________ | ||||||||||||
CUSIP NO. 45720L 107 | 13G | Page 5 of 6 |
Item 4. Ownership | ||||||||||||||
The Trust is the beneficial owner of 2,486,192 shares of Common Stock. Such shares of Common Stock represent 5.2% of the Common Stock of the Issuer, calculated on the basis of 47,369,511 shares of the Issuer’s Common Stock outstanding as of December 31, 2023. Mr. Lappe is the beneficial owner of 3,184,508 shares of Common Stock, consisting of (i) 2,486,192 shares of Common Stock held by the Trust, (ii) 59,462 shares of Common Stock held by The Mark Paul Lappe Roth IRA, (iii) 500,000 shares of Common Stock held by a trust for the benefit of the Mr. Lappe’s immediate family, and (iv) 138,854 shares of Common Stock issuable upon the exercise of options beneficially owned by Mr. Lappe that were exercisable within 60 days following December 31, 2023. Such shares of Common Stock represent 6.7% of the Common Stock of the Issuer, calculated on the basis of 47,369,511 shares of the Issuer’s Common Stock outstanding as of December 31, 2023, plus 138,854 shares of Common Stock issuable upon the exercise of options beneficially owned by Mr. Lappe that were exercisable within 60 days following December 31, 2023. | ||||||||||||||
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: o | ||||||||||||||
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. Certification | ||||||||||||||
Not applicable. |
CUSIP NO. 45720L 107 | 13G | Page 6 of 6 |
Lappe Family Trust By: /s/ Mark P. Lappe Name: Mark P. Lappe Title: Trustee | |||||
Mark P. Lappe | |||||
/s/ Mark P. Lappe Mark P. Lappe |
Exhibit | Description | |||||||
1 | Joint Filing Agreement, dated February 14, 2024, by and between the Reporting Persons. |
Lappe Family Trust By: /s/ Mark P. Lappe Name: Mark P. Lappe Title: Trustee | |||||
Mark P. Lappe | |||||
/s/ Mark P. Lappe Mark P. Lappe | |||||