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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| George Simeon 985 OLD EAGLE SCHOOL ROAD SUITE 511 WAYNE, PA 19087 |
X | |||
| /s/ Sasha Keough, attorney-in-fact | 02/27/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The Reporting Person is the sole managing member of SR One Capital Management, LLC ("SR One Capital Management"), which is the sole general partner of SR One Capital Partners II, LP ("SR One Partners II"). SR One Partners II is the sole general partner of SR One Capital Fund II Aggregator, LP ("SR One Fund II Aggregator"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or otherwise of such portion of the securities held by SR One Fund II Aggregator in which the Reporting Person has no pecuniary interest. |
| (2) | The Reporting Person is the sole managing member of SR One Capital Management, which is the sole general partner of SR One Capital Opportunities Partners I, LP ("SR One Opportunities Partners I"). SR One Opportunities Partners I is the sole general partner of SR One Capital Opportunities Fund I, LP ("SR One Opportunities Fund I"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 or otherwise of such portion of the securities held by SR One Opportunities Fund I in which the Reporting Person has no pecuniary interest. |
| (3) | The Reporting Person is the sole managing member of SR One Capital Management, which is the sole general partner of SR One Capital SMA Partners, LP ("SMA Partners"). SMA Partners is the sole general partner of AMZL, LP ("AMZL"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 or otherwise of such portion of the securities held by AMZL in which the Reporting Person has no pecuniary interest. |