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    SEC Form SC 13G/A filed by X4 Pharmaceuticals Inc. (Amendment)

    2/14/24 7:36:59 PM ET
    $XFOR
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $XFOR alert in real time by email
    SC 13G/A 1 ss3005764_sc13ga.htm AMENDMENT NO. 4

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION
    Washington, DC 20549

     

    SCHEDULE 13G

     

    Under the Securities Exchange Act of 1934

    (Amendment No. 4)*

     

    X4 PHARMACEUTICALS, INC.
    (Name of Issuer)

     

     

    Common Stock, par value $0.001 per share
    (Title of Class of Securities)

     

     

    98420X103
    (CUSIP Number)

     

     

    December 31, 2023
    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    o Rule 13d-1(b)

    x Rule 13d-1(c)

    o 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. 98420X103  SCHEDULE 13G Page 2 of 7 Pages

     

             
    1

    NAME OF REPORTING PERSONS 

    OrbiMed Advisors LLC

    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

    Delaware

    NUMBER OF

    SHARES

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

    5

    SOLE VOTING POWER

    0

    6

    SHARED VOTING POWER

    11,494,437 (1)

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    11,494,437 (1)

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    11,494,437 (1)

    10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    6.7%

    12

    TYPE OF REPORTING PERSON

    IA

     

    (1)Includes (i) 7,133,515 shares of common stock, par value $0.001 per share (“Shares”), of X4 Pharmaceuticals, Inc. and (ii) 4,360,922 Shares issuable upon the exercise of warrants to purchase Shares.

       

     

     

    CUSIP No. 98420X103  SCHEDULE 13G Page 3 of 7 Pages

     

             
    1

    NAME OF REPORTING PERSONS 

    OrbiMed Capital GP IV LLC

    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

    Delaware

    NUMBER OF

    SHARES

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH

    5

    SOLE VOTING POWER

    0

    6

    SHARED VOTING POWER

    11,494,437 (1)

    7

    SOLE DISPOSITIVE POWER

    0

    8

    SHARED DISPOSITIVE POWER

    11,494,437 (1)

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

    11,494,437 (1)

    10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

    6.7%

    12

    TYPE OF REPORTING PERSON

    OO

     

    (1)Includes (i) 7,133,515 shares of common stock, par value $0.001 per share (“Shares”), of X4 Pharmaceuticals, Inc. and (ii) 4,360,922 Shares issuable upon the exercise of warrants to purchase Shares.

     

       

     

     

     

    CUSIP No.  98420X103  SCHEDULE 13G Page 4 of 7 Pages

     

    Item 1.   (a) Name of Issuer:

    X4 Pharmaceuticals, Inc.

        (b) Address of Issuer’s Principal Executive Offices:

    61 North Beacon Street, 4th Floor

    Boston, Massachusetts 02134

     

    Item 2.   (a) Name of Person Filing:

    OrbiMed Advisors LLC

    OrbiMed Capital GP IV LLC

        (b) Address of Principal Business Office:

    601 Lexington Avenue, 54th Floor

    New York, NY 10022

        (c) Citizenship:

    Please refer to Item 4 on each cover sheet for each filing person.

        (d) Title of Class of Securities:

    Common Stock, par value $0.001 per share

        (e) CUSIP No.:

             98420X103

     

     

     

     

     

       

     

     

     CUSIP No. 98420X103  SCHEDULE 13G Page 5 of 7 Pages

     

     

    Item 3.

     

    OrbiMed Capital GP IV LLC (“GP IV”) is the general partner of OrbiMed Private Investments IV, LP. OrbiMed Advisors LLC (“Advisors”) is an investment advisor in accordance with ss.240.13d-1(b)(1)(ii)(E) and is the managing member of GP IV.

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

       

     

     

    CUSIP No. 98420X103  SCHEDULE 13G Page 6 of 7 Pages

     

     

     Item 4. Ownership:

    Information with respect the Reporting Persons’ ownership as of December 31, 2023 is incorporated by reference to items (5) – (9) and (11) of the cover page for 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 [ ].

     

    Item 6. Ownership of More Than Five Percent on Behalf of Another Person.

    The Reporting Persons are holding 6.7% of the shares of Common Stock in the aggregate on behalf of other persons who have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, such securities. Advisors exercises investment and voting power over the shares of Common Stock through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the shares of Common Stock reported herein.

    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.

    By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a–11.

     

     

     

     

     

     

       

     

     

     

    CUSIP No. 98420X103  SCHEDULE 13G Page 7 of 7 Pages

     

     

    SIGNATURES

     

    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, 2024

     

     

    OrbiMed Capital GP IV LLC

    By: OrbiMed Advisors LLC, its Managing Member

           
      By: /s/ Carl L. Gordon
        Name:  Carl L. Gordon
        Title:  Member of OrbiMed Advisors LLC
           
           
      OrbiMed Advisors LLC
           
      By: /s/ Carl L. Gordon
        Name:  Carl L. Gordon
        Title:  Member
           

     

     

     

     

     

     

     

     

     

     

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