SEC Form SC 13G/A filed by MoonLake Immunotherapeutics (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
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Under the Securities Exchange Act of 1934
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(Amendment No. 1)*
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MoonLake Immunotherapeutics
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(Name of Issuer)
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Class A Ordinary Shares
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(Title of Class of Securities)
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61559X104
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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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[x] |
Rule 13d-1(b)
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Rule 13d-1(c)
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[ ] |
Rule 13d-1(d)
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CUSIP NO. |
61559X104
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1
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Names of Reporting Persons.
Bihua Chen
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [x]
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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.
United States
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting Power
0 shares
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6 Shared Voting Power
8,494,151 shares
Refer to Item 4 below.
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7 Sole Dispositive Power
0 shares
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8 Shared Dispositive
Power
8,494,151 shares
Refer to Item 4 below.
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
8,494,151 shares
Refer to Item 4 below.
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
[ ] N/A
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11
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Percent of Class Represented by Amount in Row (9)*
14.17%
Refer to Item 4 below.
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12
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Type of Reporting Person (See Instructions)
HC, IN (Control Person, Individual)
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CUSIP NO. |
61559X104
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(a)
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Name of Issuer
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MoonLake Immunotherapeutics
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(b)
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Address of Issuer’s Principal Executive Offices
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Dorfstrasse 29, Zug, Switzerland 6300
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(a)
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Name of Person Filing
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Bihua Chen
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(b)
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Address of Principal Business Office or, if none, Residence
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200 Clarendon Street, 52nd Floor
Boston, MA 02116
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(c)
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Citizenship
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United States
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(d)
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Title of Class of Securities
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Class A Ordinary Shares
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(e)
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CUSIP Number
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61559X104
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CUSIP NO. |
61559X104
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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:
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(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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[ ]
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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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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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[X]
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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[ ]
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A savings associations 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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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);
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(j)
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A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
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(k)
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Group, in accordance with §240.13d-1(b)(1)(ii)(K).
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Item 4. |
Ownership***
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(a) |
Amount Beneficially Owned***
The information set forth in Row 9 on the cover page for the Reporting Person is hereby incorporated by reference into this Item 4(a). |
(b) |
Percent of Class***
The information set forth in Row 11 on the cover page for the Reporting Person is hereby incorporated by reference into this Item 4(b). |
(c) |
Number of shares as to which such person has: ***
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(i) |
sole power to vote or to direct the vote
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(ii) |
shared power to vote or to direct the vote
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(iii) |
sole power to dispose or to direct the disposition of
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(iv) |
shared power to dispose or to direct the disposition of
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CUSIP NO. |
61559X104
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Item 5. |
Ownership of Five Percent or Less of a Class
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person
Each of Cormorant Asset Management, LP, on behalf of the investment funds for which it serves as investment manager has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the Class A Ordinary Shares. |
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
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Exhibits |
Exhibit
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CUSIP NO. |
61559X104
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Bihua Chen