Morningside Venture Investments Ltd's Form 4/A amendment
AmendedAmylyx Pharmaceuticals, Inc. (AMLX) · filed Mar 17, 2022
- Accession no.
- 0000899243-22-011432
- Filed
- Mar 17, 2022, 5:14 PM ET
- Trade date
- Jan 11, 2022
- Filing delay
- 65 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Jan 25, 2022
This filing lists 2 non-derivative transactions and 4 derivative transactions. Open-market purchases total $5.00M. It was filed 65 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Morningside Venture Investments LtdCIK 0001543112 | 10% Owner |
| Mvil, LLCCIK 0001914583 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 11, 2022 | Common Stock | CConversionAcquired | +10,415,650 | –F1 | – | 10,415,650 | Indirect | Duplicate filing |
| Jan 11, 2022 | Common Stock | PPurchaseAcquired | +263,158 | $19.00 | +$5,000,002 | 10,678,808 | Indirect | Duplicate filing |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 11, 2022 | Common Stock | CConversionDisposed | −1,409,035 | $0.00 | $0 | 0 | Indirect | Duplicate filing |
| Jan 11, 2022 | Common Stock | CConversionDisposed | −6,410,964 | $0.00 | $0 | 0 | Indirect | Duplicate filing |
| Jan 11, 2022 | Common Stock | CConversionDisposed | −974,107 | $0.00 | $0 | 0 | Indirect | Duplicate filing |
| Jan 11, 2022 | Common Stock | CConversionDisposed | −1,621,544 | $0.00 | $0 | 0 | Indirect | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
Upon the closing of the Issuer's initial public offering, all shares of Series A, Series B, Series C-1 and Series C-2 Preferred Stock (the "Preferred Stock") automatically converted into the number of shares of the Issuer's Common Stock shown in column 4 of Table I without payment or further consideration. The Preferred Stock had no expiration date.
Referenced by the price of 1 transaction in Table I.
- F2
Frances Anne Elizabeth Richard, Jill Marie Franklin, Peter Stuart Allenby Edwards and Cheung Ka Ho, are the directors of Morningside Venture Investments Limited ("Morningside") and share voting and dispositive power with respect to the securities held by Morningside and MVIL, LLC ("MVIL LLC"), Morningside's wholly-owned subsidiary. Cheng Yee Wing Betty and Wong See Wai are the managers of MVIL LLC and share voting and dispositive power with respect to the securities held by MVIL LLC. Ms. Cheng and Mr. Wong each disclaim ownership of the securities owned by MVIL LLC.
- F3
The shares of Series C-2 Preferred Stock and the Common Stock received upon conversion of the C-2 Preferred Stock are held by MVIL LLC.
Remarks
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.