Item 1. | |
(a) | Name of issuer:
PROTHENA CORP PUBLIC LTD CO |
(b) | Address of issuer's principal executive
offices:
77 SIR JOHN ROGERSON'S QUAY, BLOCK C, 77 SIR JOHN ROGERSON'S QUAY, BLOCK C, DUBLIN 2, IRELAND, D02 VK60. |
Item 2. | |
(a) | Name of person filing:
William P. Scully |
(b) | Address or principal business office or, if
none, residence:
771 Manatee Cove, Vero Beach, Florida 32963 |
(c) | Citizenship:
Florida |
(d) | Title of class of securities:
Ordinary Shares, $0.01 par value |
(e) | CUSIP No.:
G72800108 |
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); |
(b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
(f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
(g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
(h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); |
(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); |
(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). |
| |
Item 4. | Ownership |
(a) | Amount beneficially owned:
The Reporting Person may be deemed to be the beneficial owner of 5,558,290 Ordinary Shares. This amount consists of (i) 49,193 Ordinary Shares owned directly by the Reporting Person over which he has sole voting and dispositive power, (ii) 75,950 Ordinary Shares owned by Manatee Equity Fund LLC, of which the Reporting Person is the sole manager with sole voting and dispositive power, (iii) 583,000 Ordinary Shares owned by the Reporting Persons IRA, over which he has sole voting and dispositive power, (iv) 42,000 Ordinary Shares owned by the Reporting Persons spouses IRA, over which he may be deemed to have shared voting and dispositive power, (v) 17,000 Ordinary Shares owned by the Reporting Persons spouse, over which he may be deemed to have shared voting and dispositive power (vi) 18,000 Ordinary Shares owned by an IRA subject to an investment management agreement over which the Reporting Person may be deemed to have shared voting and dispositive power by reason of his right to terminate such agreement, (vii) 128,000 Ordinary Shares owned in the aggregate by various trusts, of which the Reporting Person may be deemed to have shared voting and dispositive power by virtue of being a co-trustee, (viii) 4,092,346 Ordinary Shares owned in the aggregate by various grantor retained annuity trusts, which have an independent trustee, but over which the Reporting Person may be deemed to have shared voting and dispositive power by reason of his retained right to substitute assets in such trusts, and (ix) 552,801 Ordinary Shares owned in the aggregate by various other trusts, which have an independent trustee, but over which the Reporting Person may be deemed to have shared voting and dispositive power by reason of his retained right to substitute assets in such trusts. |
(b) | Percent of class:
According to the Issuers most recent Quarterly Report on Form 10Q for the quarter ended September 30, 2024, the number of shares outstanding as of November 6, 2024 was 53,808,732. The Ordinary Shares which the Reporting Person may be deemed to beneficially own constitute approximately 10.33 percent of such total number of shares. % |
(c) | Number of shares as to which the person has:
|
| (i) Sole power to vote or to direct the vote:
708,143
|
| (ii) Shared power to vote or to direct the
vote:
4,850,147
|
| (iii) Sole power to dispose or to direct the
disposition of:
708,143
|
| (iv) Shared power to dispose or to direct the
disposition of:
4,850,147
|
Item 5. | Ownership of 5 Percent or Less of a Class. |
| |
Item 6. | Ownership of more than 5 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
|