Nestle Health Science US Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Nestle Health Science US Holdings, Inc.

(Last) (First) (Middle)

1812 NORTH MOORE STREET

(Street)

ARLINGTON VA 22209

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2019

3. Issuer Name and Ticker or Trading Symbol
Axcella Health Inc. [ AXLA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,368,699	I	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Nestle Health Science US Holdings, Inc.

(Last) (First) (Middle)

1812 NORTH MOORE STREET

(Street)

ARLINGTON VA 22209

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Societe des Produits Nestle S.A.

(Last) (First) (Middle)

AVENUE NESTLE 55, CH-1800

(Street)

VEVEY V8

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Nestle US Holdco, Inc.

(Last) (First) (Middle)

1812 NORTH MOORE STREET

(Street)

ARLINGTON 22209

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NESTLE SA

(Last) (First) (Middle)

AVENUE NESTLE 55, CH-1800

(Street)

VEVEY

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NIMCO US, Inc.

(Last) (First) (Middle)

1812 NORTH MOORE STREET

(Street)

ARLINGTON VA 22209

(City) (State) (Zip)

Explanation of Responses:

1. Held by Nestle Health Science US Holdings, Inc. ("NHS"). NHS is a wholly owned subsidiary of NIMCO US, Inc. ("NIMCO"). NIMCO, in turn, is a wholly-owned subsidiary of Nestle US Holdco, Inc. ("Nestle US Holdco"), which is a wholly-owned subsidiary of Societe des Produits Nestle S.A. ("SPN"). The ultimate parent company of NHS, NIMCO, Nestle US Holdco and SPN is Nestle S.A. ("Nestle"), a publicly traded company. Each of these entities may be deemed to share voting and investment power with respect to all shares of Common Stock held by NHS. Each of NIMCO, Nestle US Holdco, SPN and Nestle disclaims beneficial ownership of such shares of Common Stock except to the extent of its pecuniary interest therein.

Remarks:

This Form 3 is being filed late due to administrative oversight.

	NESTLE HEALTH SCIENCE US HOLDINGS, INC. By: Name: James Pepin, Title: Director and President	02/12/2020
	NIMCO US, INC. By: Name: Dan Nugent, Title: Chief Legal Officer and General Counsel	02/12/2020
	NESTLE US HOLDCO, INC. By: Name: Michael Prewitt, Title: Secretary	02/12/2020
	SOCIETE DES PRODUITS NESTLE S.A. By: Name: Claudio Kuoni, Title: Vice President	02/12/2020
	NESTLE S.A. By: Name: Gregory Behar, Title: Deputy Executive Vice President	02/12/2020
	** Signature of Reporting Person	Date
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