Biocryst Pharmaceuticals Inc (BCRX): Baker Bros. Advisors Unloads Nearly 4 Million Shares

Page 6 of 9 – SEC Filing

Amendment No. 2 to Schedule
13D

 

This Amendment No. 2 to Schedule 13D amends and supplements the previously filed Schedule 13D filed by
Baker Bros. Advisors LP (the “Adviser”), Baker Bros. Advisors (GP) LLC (the “Adviser GP”), Julian C. Baker
and Felix J. Baker (collectively the “Reporting Persons”). Except as supplemented herein, such statements, as heretofore
amended and supplemented, remain in full force and effect. Information given in response to each item shall be deemed incorporated
by reference in all other items, as applicable. Each capitalized term used but not defined herein has the meaning ascribed to such
term in the Schedule 13D, as amended.

 

Item 3. Source and Amount of Funds or Other Consideration

Item 3 of Schedule 13D is supplemented as follows:

The disclosure regarding purchases in Item 5(c) below is incorporated
herein by reference.

 

Item 4. Purpose of the Transaction.

 

Item 4 of Schedule 13D is supplemented and superseded, as the case
may be, as follows:

This Amendment No. 2 is being filed to report the sale of shares of the Common Stock of BioCryst Pharmaceuticals,
Inc. (the “Issuer”) reported in Item 5(c) that resulted in a more than 1 percent change in beneficial ownership. The
disclosure regarding the sales in Item 5(c) below is incorporated herein by reference.

The 667, L.P. (“667”) and Baker Brothers Life Sciences, L.P. (“Life Sciences”,
and together with 667, the “Funds”) hold securities of the Issuer for investment purposes. The Reporting Persons or
their affiliates may sell additional securities or purchase securities in varying amounts and at varying times depending upon the
Reporting Persons’ continuing assessments of pertinent factors, including the availability of shares of Common Stock or other
securities at particular price levels, the business prospects of the Issuer, other business investment opportunities, economic
conditions, stock market conditions, money market conditions, the attitudes and actions of the board of directors and management
of the Issuer, the availability and nature of opportunities to dispose of shares of the Issuer and other plans and requirements
of the particular entities. The Reporting Persons may discuss items of mutual interest with the Issuer, which could include items
in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

Depending upon their assessments of the above factors, the Reporting
Persons or their affiliates may change their present intentions as stated above and they may assess whether to make suggestions
to the management of the Issuer regarding financing, and whether to acquire additional securities of the Issuer, including shares
of Common Stock (by means of open market purchases, privately negotiated purchases, or otherwise) or to dispose of some or all
of the securities of the Issuer, including shares of Common Stock, under their control.

Except as otherwise disclosed herein, at the present time, the Reporting
Persons do not have any plans or proposals with respect to any extraordinary corporate transaction involving the Issuer including,
without limitation, those matters described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

 

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