| Item 1. | |
| (a) | Name of issuer:
Inhibikase Therapeutics, Inc. |
| (b) | Address of issuer's principal executive
offices:
3350 Riverwood Parkway SE, Suite 1900 Atlanta, GA, 30339 |
| Item 2. | |
| (a) | Name of person filing:
This Amendment No. 1 to Schedule 13G amends and restates the statements on Schedule 13G originally filed on October 17, 2024.
This joint statement on Schedule 13G (this "Statement") is being filed by Fairmount Funds Management LLC ("Fairmount"), Fairmount Healthcare Fund II L.P. ("Fund II"), Peter Harwin, and Tomas Kiselak. Fairmount, Fund II, Mr. Harwin, and Mr. Kiselak are collectively referred to herein as the "Reporting Persons."
The Common Stock reported herein includes Common Stock beneficially owned directly by Fund II. Fairmount Healthcare Fund II GP LLC is the general partner of Fund II. The controlling persons of Fairmount are Mr. Harwin and Mr. Kiselak. Fairmount serves as investment adviser for Fund II and may be deemed a beneficial owner, for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"), of any securities of the Issuer held by Fund II. Fund II has delegated to Fairmount the sole power to vote and the sole power to dispose of all securities held in Fund II's portfolio, including the shares of the Issuer's Common Stock reported herein. Because Fund II has divested voting and investment power over the reported securities and cannot revoke such delegation on less than 61 days' notice, Fund II disclaims beneficial ownership of the securities for purposes of Section 13(d) of the Act and therefore disclaims any obligation to report ownership of the reported securities under Section 13(d) of the Act. As managing members of Fairmount, Mr. Harwin and Mr. Kiselak may be deemed beneficial owners, for purposes of Section 13(d) of the Act, of any securities of the Issuer beneficially owned by Fairmount. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of the securities reported in this Statement other than for the purpose of determining their obligations under Section 13(d) of the Act, and the filing of the Statement shall not be deemed an admission that any of Fairmount, Mr. Harwin, or Mr. Kiselak is the beneficial owner of such securities for any other purpose. |
| (b) | Address or principal business office or, if
none, residence:
c/o Fairmount Funds Management LLC, 200 Barr Harbor Drive, Suite 400, West Conshohocken, PA 19428. |
| (c) | Citizenship:
Fairmount is a Delaware limited liability company. Fund II is a Delaware limited partnership. Mr. Harwin is a United States citizen. Mr. Kiselak is a Slovak Republic citizen. |
| (d) | Title of class of securities:
Common Stock, par value $0.001 per share |
| (e) | CUSIP No.:
45719W205 |
| 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:
Fund II holds (i) 6,125,000 shares of Common Stock and (ii) 4,460,000 Pre-Funded Warrants. The terms of the Pre-Funded Warrants provide that no holder of Pre-Funded Warrants shall be entitled to exercise any portion of the Pre-Funded Warrants held by such holder, if, upon giving effect to such exercise, the holder (together with its affiliates and attribution parties) would beneficially own more than 9.99% of the Common Stock outstanding immediately after giving effect to the exercise. Fund II also holds 5,290,872 Series A-1 Warrants to purchase Common Stock, or in lieu thereof, Pre-Funded Warrants (the "A-1 Warrants") and 9,729,523 Series B-1 Warrants to purchase Common Stock, or in lieu thereof, Pre-Funded Warrants (the "B-1 Warrants"). However, because the A-1 Warrants and B-1 Warrants are not exercisable within 60 days of the date of this filing and such date is not determinable at this time, the Reporting Persons disclaim beneficial ownership of these securities until such time as they have the right to acquire them within 60 days.
Each A-1 Warrant has an exercise price of $1.37 per share, is exercisable on the earlier of (a) the 75th calendar day following the initial filing date of the registration statement covering the resale of the shares of Common Stock underlying the A-1 Warrants and B-1 Warrants (the "Warrant Initial Registration Statement") if the Securities and Exchange Commission ("SEC") notifies the Issuer that it will "review" the Warrant Initial Registration Statement and (b) the fifth business day after the date the Issuer is notified (orally or in writing, whichever is earlier) by the SEC that the Warrant Initial Registration Statement will not be "reviewed" or (even if previously subject to review pursuant to clause (a) of this sentence) will not be subject to further review (the "Initial Exercise Date"), and will expire at 5:00 p.m. (New York City time) on the 30th day following the later of (A) the Issuer's public announcement (including by filing with the SEC a Current Report on Form 8-K) announcing the Phase 2b 12 week safety readout for IkT-001Pro with respect to pulmonary arterial hypertension and (B) the Issuer both obtaining the approval of the stockholders of the Issuer at a meeting of the Issuer's stockholders of an amendment to the Certificate of Incorporation of the Issuer to increase the number of authorized shares of Common Stock to a number of shares of Common Stock sufficient to allow for the full exercise of the warrants (the "Stockholder Approval") and filing an amendment to the Issuer's Certificate of Incorporation with the Secretary of State of the State of Delaware evidencing such Stockholder Approval (the "Expiration Date"). Each B-1 Warrant has an exercise price of $1.49 per share, is exercisable on the Initial Exercise Date, and will expire at 5:00 p.m. (New York City time) on the Expiration Date, provided that, to the extent exercisable, all of the A-1 Warrants issued to the original purchaser of such B-1 Warrant have been exercised in full either by such purchaser or such purchaser's transferee permitted by the terms of the A-1 Warrant. |
| (b) | Percent of class:
See the response(s) to Item 11 on the attached cover page(s). % |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
See the response(s) to Item 5 on the attached cover page(s).
|
| | (ii) Shared power to vote or to direct the
vote:
See the response(s) to Item 6 on the attached cover page(s).
|
| | (iii) Sole power to dispose or to direct the
disposition of:
See the response(s) to Item 7 on the attached cover page(s).
|
| | (iv) Shared power to dispose or to direct the
disposition of:
See the response(s) to Item 8 on the attached cover page(s).
|
| 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
|
Rule
13d-1(c)