Item 1. Security and Issuer.
This joint statement on Schedule 13D/A (this “Statement”) is filed with respect to the Class A Common Stock, par value $0.001 per share (“Common Stock”), of Vera Therapeutics, Inc., a Delaware corporation (the “Issuer”). The address of the principal executive offices of the Issuer is 8000 Marina Boulevard, Suite 120, Brisbane, California 94005.
Item 2. Identity and Background.
(a) This Amendment No. 2 (“Amendment No. 2”) amends and supplements the Schedule 13D originally filed with the Commission on May 27, 2021 as amended by Amendment No. 1 filed with the Commission on April 5, 2022 (the “Original Schedule 13D”). This Statement is being filed by Longitude Venture Partners IV, L.P. (“LVPIV”), Longitude Capital Partners IV, LLC (“LCPIV”), Longitude Prime Partners, LLC (“LPP”) and Longitude Prime Fund, L.P. (“LPF”, and together with LVPIV, LCPIV and LPP, the “Reporting Entities”) and Juliet Tammenoms Bakker (“Tammenoms Bakker”) and Patrick G. Enright (“Enright” and together with Tammenoms Bakker, the “Reporting Individuals”), a member of the Issuer’s board of directors (the “Board”). The Reporting Entities and the Reporting Individuals are collectively referred to as the “Reporting Persons.” The agreement among the Reporting Persons to file jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act is attached to this Amendment No. 2 as Exhibit 1. Each Reporting Person disclaims beneficial ownership of all securities reported in this Statement except to the extent of such Reporting Person’s pecuniary interest therein, other than those securities reported herein as being held directly by such Reporting Person. Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13D remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment have the meanings ascribed to them in the Original Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Original Schedule 13D is hereby amended to add the following language:
On February 6, 2023, the Issuer completed a public offering pursuant to which the Issuer issued and sold 14,285,715 shares of Common Stock at a price to the public of $7.00 per share (the “February 2023 Follow-on Offering”). In addition, the Issuer granted the underwriters an option to purchase, at the public offering price less any underwriting discounts and commissions, up to an additional 2,142,857 shares of Common Stock.
In the February 2023 Follow-on Offering, LPF purchased 1,714,285 shares of Common Stock for a purchase price of $7.00 per share and an aggregate purchase price of $11,999,995 (the “February 2023 Follow-on Purchase”).
All shares of the capital stock of the Issuer purchased by LPF have been purchased using investment funds provided to LPF by its limited partner and general partner investors. Unless noted above, no part of the purchase price was borrowed by any Reporting Person for the purpose of acquiring any securities discussed in this Item 3.
Item 5. Interest in Securities of the Issuer.
(a) and (b) See Items 7-11 of the cover pages of this Statement and Item 2 above.
(c) Except as reported in this Statement, none of the Reporting Persons has effected any transactions in the Issuer’s securities within the past 60 days.
(d) Under certain circumstances set forth in the limited partnership agreements of LVPIV and LPF, the general and limited partners may be deemed to have the right to receive dividends from, or the proceeds from, the sale of shares of the Issuer owned by such entity of which they are a partner.
(e) Not applicable.
