SEC Form SC 13G/A filed by ObsEva SA (Amendment)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 5)
ObsEva SA
(Name of Issuer)
Common Shares, par value CHF 1/13 per share
(Title of Class of Securities)
H5861P103
(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 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 (“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. H5861P103 | 13 G |
| 1 |
NAMES OF REPORTING PERSONS
Ernest Loumaye | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Belgium | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
3,023,557(1) | ||||
| 6 | SHARED VOTING POWER
0 | |||||
| 7 | SOLE DISPOSITIVE POWER
3,023,557(1) | |||||
| 8 | SHARED DISPOSITIVE POWER
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,023,557(1) | |||||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.8%(2) | |||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | |||||
| (1) | Includes 1,023,557 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2022. |
| (2) | This percentage is calculated based on 107,706,699 Common Shares outstanding as of December 31, 2022 as reported by the Issuer to the Reporting Person. |
| CUSIP NO. H5861P103 | 13 G |
Introductory Note: This statement on Schedule 13G/A is filed on behalf of the Reporting Person, in respect of Common Shares (“Common Shares”) of ObsEva SA (the “Issuer”).
| Item 1(a) | Name of Issuer: |
ObsEva SA
| Item 1(b) | Address of Issuer’s principal executive offices: |
Chemin des Aulx, 12
1228 Plan-les-Ouates
Geneva, Switzerland
| Items 2(a) Name | of Reporting Persons filing: |
Ernest Loumaye
| Item 2(b) | Address or principal business office or, if none, residence: |
The address of the principal business office of Mr. Loumaye is c/o ObsEva SA, Chemin des Aulx, 12, 1228 Plan-les-Ouates, Geneva, Switzerland
| Item 2(c) | Citizenship: |
| Name |
Citizenship or Place of Organization | |
| Ernest Loumaye | Belgium |
Item 2(d) Title of class of securities:
Common Shares, par value CHF 1/13 per share
| Item 2(e) CUSIP | No.: |
H5861P103
| 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 |
The following information with respect to the ownership of Common Shares of the Issuer by the Reporting Person filing this statement on Schedule 13G is provided as of December 31, 2022.
| Reporting Persons |
Common Shares Held Directly |
Sole Voting Power |
Shared Voting Power |
Sole Dispositive Power |
Shared Dispositive Power |
Beneficial Ownership |
Percentage of Class (1) |
|||||||||||||||||||||
| Ernest Loumaye |
3,023,557 | (1) | 3,023,557 | (1) | 0 | 3,023,557 | (1) | 0 | 3,023,557 | (1) | 2.8 | %(2) | ||||||||||||||||
| (1) | Includes 1,023,557 shares issuable upon exercise of options which are exercisable within 60 days of December 31, 2022. |
| (2) | This percentage is calculated based on 107,706,699 Common Shares outstanding as of December 31, 2022 as reported by the Issuer to the Reporting Person. |
| 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 ☒
| CUSIP NO. H5861P103 | 13 G |
| 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. H5861P103 | 13 G |
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 14, 2023
| By: | /s/ Ernest Loumaye | |
| Ernest Loumaye |