Filing Details
- Accession Number:
- 0001104659-21-117006
- Form Type:
- 13D Filing
- Publication Date:
- 2021-09-16 20:00:00
- Filed By:
- Rosenbaum Paul
- Company:
- Cytodyn Inc. (OTCMKTS:CYDY)
- Filing Date:
- 2021-09-17
- SEC Url:
- 13D Filing
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 |
|---|---|---|---|---|---|---|
| Paul A. Rosenbaum | 1,300,000 | 0 | 1,300,000 | 0 | 1,300,000 | 0.21% |
| Anthony Caracciolo | 1,368,000 | 0 | 1,368,000 | 0 | 1,368,000 | 0.22% |
| Arthur L. Wilmes | 0 | 90,000 | 0 | 90,000 | 90,000 | 0.01% |
| Glenn Eisenberg | 1,994,536 | 0 | 1,994,536 | 0 | 1,994,536 | 0.32% |
| Jeffrey Paul Beaty | 888,888 | 0 | 888,888 | 0 | 888,888 | 0.14% |
| Allen Gabriel | 1,659,465 | 0 | 1,659,465 | 0 | 1,659,465 | 0.26% |
| Judson Longaker | 445,000 | 0 | 445,000 | 0 | 445,000 | 0.07% |
| Steve Dalal | 549,128 | 0 | 549,128 | 0 | 549,128 | 0.09% |
| Jeffrey D. Weiner | 574,657 | 0 | 574,657 | 0 | 574,657 | 0.09% |
| Frederick J. Axelberd | 121,500 | 0 | 121,500 | 0 | 121,500 | 0.02% |
| Yaron Okun | 1,639,500 | 0 | 1,639,500 | 0 | 1,639,500 | 0.26% |
| Jack Chitayat | 2,074,065 | 2,456,335 | 2,074,065 | 2,456,335 | 4,530,400 | 0.72% |
| Arlyn J. Bossenbrook | 226,436 | 0 | 226,436 | 0 | 226,436 | 0.04% |
| Charles M. Johnson Jr | 425,172 | 0 | 425,172 | 0 | 425,172 | 0.07% |
| Jonathan Hartley | 450,000 | 0 | 450,000 | 0 | 450,000 | 0.07% |
| Brendan Thorson | 195,100 | 440,000 | 195,100 | 440,000 | 635,100 | 0.10% |
| Joe Rector | 618,800 | 0 | 618,800 | 0 | 618,800 | 0.10% |
| Francesco Tosco | 638,000 | 0 | 638,000 | 0 | 638,000 | 0.10% |
| William M. Rawson | 2,690,125 | 0 | 2,690,125 | 0 | 2,690,125 | 0.43% |
| Veronica Marano | 0 | 503,076 | 0 | 503,076 | 503,076 | 0.08% |
| Dr. Richard G. Pestell | 8,342,000 | 3,093,728 | 8,342,000 | 3,093,728 | 11,435,728 | 1.81% |
| Peter Christopher Caputo | 371,581 | 30,000 | 371,581 | 30,000 | 401,581 | 0.06% |
| Antonio Parisi | 0 | 288,500 | 0 | 288,500 | 288,500 | 0.05% |
| Thomas C. Mollick | 9,814,945 | 0 | 9,814,945 | 0 | 9,814,945 | 1.6% |
| Thomas J. Errico M.D | 2,508,705 | 0 | 2,508,705 | 0 | 2,508,705 | 0.40% |
| Bruce K. Patterson, M.D | 0 | 569,242 | 0 | 569,242 | 569,242 | 0.09% |
| Peter Staats, M.D. MBA | 700,000 | 0 | 700,000 | 0 | 700,000 | 0.11% |
| Melissa Yeager | 0 | 0 | 0 | 0 | 12 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 3)*
CytoDyn Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
23283M101
(CUSIP Number)
Paul A. Rosenbaum
2945 NW Luray Terrace
Portland Oregon 97210
(503) 348-9262
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
June 30, 2021
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
*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).
| 1 | NAME OF REPORTING PERSON Paul A. Rosenbaum |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,300,000 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 1,300,000 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,300,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.21% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 612,875,224 shares of common stock, $0.001 par value per share, of CytoDyn Inc., a Delaware corporation (the “Issuer”), issued and outstanding as of March 31, 2021, based on information reported by the Issuer in its quarterly report on Form 10-Q filed with the Securities and Exchange Commission on April 14, 2021.
2
| 1 | NAME OF REPORTING PERSON Anthony Caracciolo |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,368,000 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 1,368,000 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,368,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.22% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of common stock, $0.001 par value per share (“Common Stock”), of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in its Annual Report on Form 10-K filed on July 30, 2021 (the “Annual Report”).
3
| 1 | NAME OF REPORTING PERSON Arthur L. Wilmes |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| 8 | SHARED VOTING POWER 90,000 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 90,000 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 90,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.01% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
4
| 1 | NAME OF REPORTING PERSON Glenn Eisenberg |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,994,536 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 1,994,536 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,994,536 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.32% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
5
| 1 | NAME OF REPORTING PERSON Jeffrey Paul Beaty |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America, Canada and the United Kingdom |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 888,888 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 888,888 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 888,888 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.14% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
6
| 1 | NAME OF REPORTING PERSON Allen Gabriel |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,659,465 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 1,659,465 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,659,465 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.26% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
7
| 1 | NAME OF REPORTING PERSON Judson Longaker |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 445,000 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 445,000 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 445,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.07% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
8
| 1 | NAME OF REPORTING PERSON Steve Dalal |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America and Canada |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 549,128 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 549,128 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 549,128 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.09% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
9
| 1 | NAME OF REPORTING PERSON Jeffrey D. Weiner |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 574,657 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 574,657 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 574,657 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.09% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
10
| 1 | NAME OF REPORTING PERSON Frederick J. Axelberd |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 121,500 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 121,500 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 121,500 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.02% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
11
| 1 | NAME OF REPORTING PERSON Yaron Okun |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF, OO |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America, South Africa and Lithuania |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,639,500 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 1,639,500 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,639,500 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.26% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
12
| 1 | NAME OF REPORTING PERSON Jack Chitayat |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 2,074,065 |
| 8 | SHARED VOTING POWER 2,456,335 | |
| 9 | SOLE DISPOSITIVE POWER 2,074,065 | |
| 10 | SHARED DISPOSITIVE POWER 2,456,335 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,530,400 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
13
| 1 | NAME OF REPORTING PERSON Arlyn J. Bossenbrook |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 226,436 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 226,436 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 226,436 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.04% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
14
| 1 | NAME OF REPORTING PERSON Charles M. Johnson Jr. |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 425,172 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 425,172 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 425,172 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.07% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
15
| 1 | NAME OF REPORTING PERSON Jonathan Hartley |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 450,000 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 450,000 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 450,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.07% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
16
| 1 | NAME OF REPORTING PERSON Brendan Thorson |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 195,100 |
| 8 | SHARED VOTING POWER 440,000 | |
| 9 | SOLE DISPOSITIVE POWER 195,100 | |
| 10 | SHARED DISPOSITIVE POWER 440,000 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 635,100 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.10% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
17
| 1 | NAME OF REPORTING PERSON Joe Rector |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 618,800 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 618,800 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 618,800 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.10% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
18
| 1 | NAME OF REPORTING PERSON Francesco Tosco |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 638,000 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 638,000 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 638,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.10% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
19
| 1 | NAME OF REPORTING PERSON William M. Rawson |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF, OO |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 2,690,125 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 2,690,125 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,690,125 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.43% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
20
| 1 | NAME OF REPORTING PERSON Veronica Marano |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| 8 | SHARED VOTING POWER 503,076 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 503,076 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 503,076 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.08% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
21
| 1 | NAME OF REPORTING PERSON Dr. Richard G. Pestell |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS OO |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America and Australia |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 8,342,000 |
| 8 | SHARED VOTING POWER 3,093,728 | |
| 9 | SOLE DISPOSITIVE POWER 8,342,000 | |
| 10 | SHARED DISPOSITIVE POWER 3,093,728 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,435,728 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.81% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
22
| 1 | NAME OF REPORTING PERSON Peter Christopher Caputo |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 371,581 |
| 8 | SHARED VOTING POWER 30,000 | |
| 9 | SOLE DISPOSITIVE POWER 371,581 | |
| 10 | SHARED DISPOSITIVE POWER 30,000 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 401,581 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.06% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
23
| 1 | NAME OF REPORTING PERSON Antonio Parisi |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| 8 | SHARED VOTING POWER 288,500 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 288,500 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 288,500 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.05% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
24
| 1 | NAME OF REPORTING PERSON Thomas C. Mollick |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 9,814,945 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 9,814,945 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,814,945 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
25
| 1 | NAME OF REPORTING PERSON Thomas J. Errico M.D. |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 2,508,705 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 2,508,705 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,508,705 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.40% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
26
| 1 | NAME OF REPORTING PERSON Bruce K. Patterson, M.D. |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS OO |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| 8 | SHARED VOTING POWER 569,242 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 569,242 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 569,242 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.09% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
27
| 1 | NAME OF REPORTING PERSON Peter Staats, M.D. MBA |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS PF |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 700,000 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 700,000 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 700,000 |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.11% |
| 14 | TYPE OF REPORTING PERSON IN |
Beneficial ownership percentage is based upon 632,586,877 shares of Common Stock of the Issuer, issued and outstanding as of July 31, 2021, based on information reported by the Issuer in the Annual Report.
28
| 1 | NAME OF REPORTING PERSON Melissa Yeager |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS N/A |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION United States of America |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
| 8 | SHARED VOTING POWER 0 | |
| 9 | SOLE DISPOSITIVE POWER 0 | |
| 10 | SHARED DISPOSITIVE POWER 0 |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) N/A |
| 14 | TYPE OF REPORTING PERSON IN |
29
The following constitutes Amendment No. 3 (“Amendment No. 3”) to the Schedule 13D originally filed by the Reporting Persons (as amended by Amendment No. 1 to the Schedule 13D, filed with the Securities and Exchange Commission (the “SEC”) on June 8, 2021, Amendment No. 2, filed with the SEC on July 2, 2021 (“Amendment No. 2”), and this Amendment No. 3, the “Schedule 13D”). This Amendment No. 3 constitutes an exit filing for the Reporting Persons. Capitalized Terms used but not defined herein shall have the meanings ascribed to such terms in Amendment No. 2.
| Item 4. | Purpose of Transaction. |
Item 4 is hereby amended to add the following:
Due to the fact that Paul Rosenbaum, Jeffrey Beaty and Art Wilmes have separately decided to undertake to nominate a slate of directors for election at the Annual Meeting, the Reporting Persons have terminated their agreement as to the purposes stated in the Schedule 13D. As a result, the Reporting Persons are not acting in concert for 13D purposes and, therefore, are no longer part of a group. Accordingly, this Amendment No. 3 constitutes an exit filing for all of the Reporting Persons.
| Item 7. | Material to be Filed as Exhibits. |
| 99.1 | Joint Filing Agreement, dated May 24, 2021 (incorporated by reference to Exhibit 99.1 to the Reporting Persons’ Schedule 13D filed on May 24, 2021). |
| 99.2 | Power of Attorney with respect to the Schedule 13D and any amendments hereto (incorporated by reference to Exhibit 99.2 to the Reporting Persons’ Schedule 13D filed on May 24, 2021). |
| 99.3 | Power of Attorney with respect to shares owned by Tevya Finger (incorporated by reference to Exhibit 99.3 to the Reporting Persons’ Schedule 13D filed on May 24, 2021). |
| 99.4 | Joinder Agreement to Joint Filing Agreement, dated June 8, 2021 (incorporated by reference to Exhibit 99.9 to the Reporting Persons’ Schedule 13D/A filed on June 8, 2021). |
| 99.5 | Power of Attorney for Thomas C. Mollick and Dr. Errico, dated June 8, 2021 (incorporated by reference to Exhibit 99.10 to the Reporting Persons’ Schedule 13D/A filed on June 8, 2021). |
| 99.6 | Joinder Agreement to Joint Filing Agreement, dated July 2, 2021 (incorporated by reference to Exhibit 99.12 to the Reporting Persons’ Schedule 13D/A filed on July 2, 2021). |
| 99.7 | Power of Attorney for Dr. Patterson, Dr. Staats and Ms. Yeager dated July 2, 2021 (incorporated by reference to Exhibit 99.12 to the Reporting Persons’ Schedule 13D/A filed on July 2, 2021). |
30
SIGNATURES
After reasonable inquiry and to the best of his or her knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: September 17, 2021
| /s/ Paul Rosenbaum | |
| Paul Rosenbaum | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Anthony Caracciolo | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Arthur L. Wilmes | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Glenn Eisenberg | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Jeffrey P. Beaty | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Allen Gabriel | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Judson Longaker | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Steve Dalal | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Jeffrey Weiner | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Frederick Axelberd | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Yaron Okun, for himself and as attorney-in-fact for Tevya Finger | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Jack Chitayat | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Arlyn J. Bossenbrook | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Charles M. Johnson Jr. | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Jonathan Hartley | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Brandon Thorson | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Joe Rector |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Francesco Tosco | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| William M. Rawson | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Veronica Marano | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Richard G. Pestell, M.D., Ph.D. | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Peter Christopher Caputo | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Antonio Parisi | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Thomas C. Mollick | |
| /s/ Paul Rosenbaum as attorney-in-fact | |
| Thomas J. Errico, M.D. | |
| /s/ Bruce K. Patterson, M.D. | |
| Bruce K. Patterson, M.D. | |
| /s/ Peter Staats, M.D. MBA | |
| Peter Staats, M.D. MBA | |
| /s/ Melissa Yeager | |
| Melissa Yeager |