Filing Details

Accession Number:
0001104659-19-005517
Form Type:
13G Filing
Publication Date:
2019-02-04 16:05:29
Filed By:
Novartis Institutes For Biomedical Research, Inc.
Company:
Q32 Bio Inc. (NASDAQ:QTTB)
Filing Date:
2019-02-04
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Novartis Institutes for BioMedical Research, Inc 0 1,979,226 0 1,979,226 1,979,226 5.3%
Novartis AG 0 1,979,226 0 1,979,226 1,979,226 5.3%
Filing

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

 

Homology Medicines, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

438083107

(CUSIP Number)

March 27, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

CUSIP No. 438083107

13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

 

Novartis Institutes for BioMedical Research, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,979,226

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,979,226

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,979,226

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.3% (1)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 


(1)         This percentage is calculated based upon 37,495,773 shares of common stock of Homology Medicines, Inc. (the Issuer) outstanding as of November 5, 2018, as reported in the Issuers quarterly report on Form 10-Q filed with the Securities and Exchange Commission (the SEC) on November 13, 2018.

 

2


 

CUSIP No. 438083107

13G

 

 

 

1.

Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (Entities Only)

 

Novartis AG

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Switzerland

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
1,979,226

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
1,979,226

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,979,226

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.3% (1)

 

 

12.

Type of Reporting Person (See Instructions)
CO

 


(1)         This percentage is calculated based upon 37,495,773 shares of the Issuers common stock outstanding as of November 5, 2018, as reported in the Issuers quarterly report on Form 10-Q filed with the SEC on November 13, 2018.

 

3


 

 

CUSIP No. 438083107

13G

 

 

Item 1.

 

(a)

Name of Issuer

Homology Medicines, Inc. (the Issuer)

 

(b)

Address of Issuers Principal Executive Offices

45 Wiggins Avenue, Bedford, MA 01730

 

Item 2.

 

(a)

Name of Person Filing

This statement is filed on behalf of the following persons with respect to shares of Common Stock of the Issuer:

 

(i) Novartis Institutes for BioMedical Research, Inc. (NIBRI), a Delaware corporation, with respect to shares held by it; and

 

(ii) Novartis AG, a Switzerland corporation, as the publicly owned parent of NIBRI, with respect to the shares held by NIBRI.

 

The foregoing persons are hereinafter referred to collectively as the Reporting Persons.

 

(b)

Address of the Principal Office or, if none, Residence

The address of the principal business office of NIBRI is 250 Massachusetts Avenue, Cambridge, MA 02139.

 

The address of the principal business office of Novartis AG is Lichtstrasse 35, 4056 Basel, Switzerland.

 

(c)

Citizenship

NIBRI is a corporation organized under the laws of Delaware and is an indirect wholly-owned subsidiary of Novartis AG.

 

Novartis AG is a corporation organized under the laws of Switzerland and is the publicly owned parent of NIBRI.

 

(d)

Title of Class of Securities

Common Stock, par value $0.0001 per share (Common Stock).

 

(e)

CUSIP Number

438083 107

 

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:

Not applicable.

 

4


 

CUSIP No. 438083107

13G

 

 

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

 

NIBRI is the record owner of 1,979,226 shares of Common Stock of the Issuer. As the indirect parent of NIBRI, Novartis AG may be deemed to beneficially own these securities.

 

(b)

Percent of class:   

 

5.3%, based upon 37,495,773 shares of the Issuers common stock outstanding as of November 5, 2018, as reported in the Issuers quarterly report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2018.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote:
Not applicable

 

 

(ii)

Shared power to vote or to direct the vote:
1,979,226

 

 

(iii)

Sole power to dispose or to direct the disposition of:
Not applicable

 

 

(iv)

Shared power to dispose or to direct the disposition of:
1,979,226

 

Item 5.

Ownership of 5 Percent or Less of a Class.

Not applicable.

 

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 a Group.

Not applicable.

 

5


 

CUSIP No. 438083107

13G

 

 

Item 10.

Certification.

Not applicable.

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 4, 2019

 

 

NOVARTIS INSTITUTES FOR BIOMEDICAL RESEARCH, INC.

 

 

 

By:

/s/ Scott A. Brown

 

 

Scott A. Brown, VP, General Counsel

 

 

 

 

 

NOVARTIS AG

 

 

 

By:

/s/ Christian Rehm

 

 

Christian Rehm, Authorized Signatory

 

 

 

 

 

By:

/s/ Felix Eichhorn

 

 

Felix Eichhorn, Authorized Signatory

 

EXHIBIT INDEX

 

SCHEDULE 13G

 

Exhibit Number

 

Exhibit Description

99.1

 

Joint Filing Agreement

 

6