| Item 1. | Security and Issuer |
This amendment (“Amendment No. 2”) amends the Schedule 13D originally filed with the SEC on August 13, 2020, as subsequently amended by Amendment No. 1 filed on November 1, 2021 (collectively, the “Schedule”), to report and reflect a reduction in the beneficial ownership of the Issuer’s common stock. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule.
| Item 2. | Identity and Background |
Item 2 is amended and replaced in its entirety as follows:
| | (a) | Novo Holdings A/S, a Danish corporation, is an investment firm focused on life sciences and finance that is wholly owned by Novo Nordisk Foundation (the “Foundation”), a Danish commercial foundation. Novo Holdings A/S is the holding company in the group of Novo companies (currently comprised of Novo Nordisk A/S and Novozymes A/S) and is responsible for managing the Foundation’s assets, including its financial assets. Based on the governance structure of Novo Holdings A/S and the Foundation, the Foundation is not deemed to have any beneficial ownership of the securities of the Issuer held by Novo Holdings A/S. |
The name of each director and executive officer of both Novo Holdings A/S and the Foundation is set forth on the updated Schedule I to this Amendment No. 2.
| | (b) | The business address of both Novo Holdings A/S and the Foundation is Tuborg Havnevej 19, 2900 Hellerup, Denmark. |
The residence or business address of each director and executive officer of both Novo Holdings A/S and the Foundation is set forth on the updated Schedule I to this Schedule 13D.
| | (c) | Novo Holdings A/S, a holding company that is responsible for managing the Foundation’s assets, provides seed and venture capital to development stage companies and invests in well-established companies within the life science and biotechnology sector. |
The Foundation is a Danish self-governing and profit-making foundation, whose objectives are to provide a stable basis for commercial and research activities undertaken by the group of Novo companies and to support scientific, humanitarian and social purposes through grants.
| | (d) | Within the last five years, neither Novo Holdings A/S, the Foundation, nor any person named in the updated Schedule I has been convicted in any criminal proceedings. |
| | (e) | Within the last five years, neither Novo Holdings A/S, the Foundation, nor any person named in the updated Schedule I was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| Item 3. | Source and Amount of Funds or Other Consideration |
Item 3 amends and supplements Item 3 in the Schedule to reflect sales of the Issuer’s stock during the past 60 days, as follows:
On May 2, 2022, Novo Holdings A/S sold 3,000 shares at $10.38;
On May 3, 2022, Novo Holdings A/S sold 103,890 shares at $10.3739;
On May 4, 2022, Novo Holdings A/S sold 63,206 shares at $10.3705;
On May 5, 2022, Novo Holdings A/S sold 46,444 shares at $10.3631;
On May 6, 2022, Novo Holdings A/S sold 69,725 shares at $10.3691;
On May 9, 2022, Novo Holdings A/S sold 23,420 shares at $10.3743; and
On May 10, 2022, Novo Holdings A/S sold 23,821 shares at $10.3819.
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