SEC Form SCHEDULE 13G filed by Minerva Neurosciences Inc
$NERV
Biotechnology: Pharmaceutical Preparations
Health Care
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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MINERVA NEUROSCIENCES, INC. (Name of Issuer) |
COMMON STOCK (Title of Class of Securities) |
603380205 (CUSIP Number) |
12/22/2025 (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)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 603380205 |
| 1 | Names of Reporting Persons
Federated Hermes, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
PENNSYLVANIA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,392,275.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
19.86 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC |
SCHEDULE 13G
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| CUSIP No. | 603380205 |
| 1 | Names of Reporting Persons
Voting Shares Irrevocable Trust | ||||||||
| 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
PENNSYLVANIA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,392,275.00 | ||||||||
| 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)
19.86 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: In accordance with Rule 13d-4 under the Exchange Act, Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue declare that this report should not be construed as an admission that any of them is the beneficial owner of the securities held by any of the Managed Funds, and each of Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue expressly disclaim beneficial ownership of such securities.
SCHEDULE 13G
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| CUSIP No. | 603380205 |
| 1 | Names of Reporting Persons
Thomas R. Donahue | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,392,275.00 | ||||||||
| 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)
19.86 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: In accordance with Rule 13d-4 under the Exchange Act, Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue declare that this report should not be construed as an admission that any of them is the beneficial owner of the securities held by any of the Managed Funds, and each of Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue expressly disclaim beneficial ownership of such securities.
SCHEDULE 13G
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| CUSIP No. | 603380205 |
| 1 | Names of Reporting Persons
Ann C. Donahue | ||||||||
| 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
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,392,275.00 | ||||||||
| 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)
19.86 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: In accordance with Rule 13d-4 under the Exchange Act, Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue declare that this report should not be construed as an admission that any of them is the beneficial owner of the securities held by any of the Managed Funds, and each of Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue expressly disclaim beneficial ownership of such securities.
SCHEDULE 13G
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| CUSIP No. | 603380205 |
| 1 | Names of Reporting Persons
J. Christopher Donahue | ||||||||
| 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
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
9,392,275.00 | ||||||||
| 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)
19.86 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: In accordance with Rule 13d-4 under the Exchange Act, Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue declare that this report should not be construed as an admission that any of them is the beneficial owner of the securities held by any of the Managed Funds, and each of Federated Hermes, Inc.; the Voting Shares Irrevocable Trust; Thomas R. Donahue; Ann C. Donahue; and J. Christopher Donahue expressly disclaim beneficial ownership of such securities.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
MINERVA NEUROSCIENCES, INC. | |
| (b) | Address of issuer's principal executive offices:
1500 District Avenue, Burlington, MA 01803 | |
| Item 2. | ||
| (a) | Name of person filing:
Federated Hermes, Inc. | |
| (b) | Address or principal business office or, if none, residence:
1001 Liberty Avenue, Pittsburgh, PA 15222-3779 | |
| (c) | Citizenship:
Pennsylvania | |
| (d) | Title of class of securities:
COMMON STOCK | |
| (e) | CUSIP No.:
603380205 | |
| 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: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | 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) | 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) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See response to Item 9 on each cover page. | |
| (b) | Percent of class:
See response to Item 11 on each cover page. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See response to Item 5 on each cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See response to Item 6 on each cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See response to Item 7 on each cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See response to Item 8 on each cover page.
The Reporting Persons have previously filed a Schedule 13G with respect to the securities of the Issuer, most recently by the amendment filed on January 18, 2024. Subsequently, on October 28, 2025, the Reporting Persons filed a Schedule 13D with respect to the Issuer's securities following a private placement by the Issuer, in which certain of the Reporting Persons participated by acquiring securities and executing a support agreement providing that, among other things, such Reporting Persons would vote in favor of proposals at the Issuer's stockholder meeting. Following the conclusion of such meeting on December 22, 2025, the Reporting Persons determined that they no longer hold securities of the Issuer with a purpose or effect of changing or influencing control of the Issuer, or in connection with or as a participant in any transaction having that purpose or effect. Accordingly, the Reporting Persons are filing this statement on Schedule 13G pursuant to Rule 13d-1(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), in accordance with Rule 13d-1(h) of the Exchange Act. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See Exhibit "1" Attached | ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. |
| 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.
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Comments accompanying signature: SEE EXHIBITS 2 AND 3 ATTACHED
Exhibit Information
EXHIBIT 1 ITEM 3 CLASSIFICATION OF REPORTING PERSONS
EXHIBIT 2 AGREEMENT FOR JOINT FILING OF SCHEDULE 13G
EXHIBIT 3 POWER OF ATTORNEY