Filing Details

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13G

INFORMATION TO BE INCLUDED IN STATEMENTS FILED

PURSUANT TO § 240.13d-1(b), (c) AND (d) AND

AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2

(Amendment No. 1)*

 

 

SQZ Biotechnologies Company

(Name of Issuer)

Common Stock, Par Value $0.01 per Share

(Title of Class of Securities)

78472W104

(CUSIP Number)

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

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

 

x	Rule 13d-1(b)

 

¨	Rule 13d-1(c)

 

¨	Rule 13d-1(d)

 

*	The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure 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, as amended (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 persons   American International Group, Inc.
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Incorporated under the laws of the State of Delaware
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   2,529,272
				7.		Sole dispositive power   0
				8.		Shared dispositive power   2,529,272
9.		Aggregate amount beneficially owned by each reporting person   2,529,272
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   9.0%
12.		Type of reporting person   HC

 

  

  2.   

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  4.   

Citizenship or place of organization

 

Organized under the laws of the Delaware

   6.   

Shared voting power

 

2,529,272

   8.   

Shared dispositive power

 

2,529,272

10.  

Check box if the aggregate amount in Row (9) excludes certain shares ☐

 

  2.   

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  4.   

Citizenship or place of organization

 

Incorporated under the laws of the State of Delaware

   6.   

Shared voting power

 

2,517,173

   8.   

Shared dispositive power

 

2,517,173

10.  

Check box if the aggregate amount in Row (9) excludes certain shares ☐

 

12.  

Type of reporting person

 

HC

  

 

1.		Name of reporting persons   AIG DECO Fund I, LP
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Organized under the laws of the Delaware
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   2,517,173
				7.		Sole dispositive power   0
				8.		Shared dispositive power   2,517,173
9.		Aggregate amount beneficially owned by each reporting person   2,517,173
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   9.0%
12.		Type of reporting person   HC

 

    

1.		Name of reporting persons   AIG Life Holdings, Inc.
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Organized under the laws of the Delaware
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   12,099
				7.		Sole dispositive power   0
				8.		Shared dispositive power   12,099
9.		Aggregate amount beneficially owned by each reporting person   12,099
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   0.0%
12.		Type of reporting person   HC

 

   

1.		Name of reporting persons   AGC Life Insurance Company
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Organized under the laws of the State of Missouri
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   12,099
				7.		Sole dispositive power   0
				8.		Shared dispositive power   12,099
9.		Aggregate amount beneficially owned by each reporting person   12,099
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   0.0%
12.		Type of reporting person   IC

 

  

1.		Name of reporting persons   The Variable Annuity Life Insurance Company
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Organized under the laws of the State of Texas
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   9,812
				7.		Sole dispositive power   0
				8.		Shared dispositive power   9,812
9.		Aggregate amount beneficially owned by each reporting person   9,812
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   0%
12.		Type of reporting person   IC

 

  

1.		Name of reporting persons   American General Life Insurance Company
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Organized under the laws of the State of Texas
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   2,287
				7.		Sole dispositive power   0
				8.		Shared dispositive power   2,287
9.		Aggregate amount beneficially owned by each reporting person   2,287
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   0.0%
12.		Type of reporting person   IC

 

  

1.		Name of reporting persons   SunAmerica Asset Management, LLC
2.		Check the appropriate box if a member of a group (a)  ☐        (b)  ☐
3.		SEC use only
4.		Citizenship or place of organization   Organized under the laws of the State of Delaware
Number of shares beneficially owned by each reporting person with				5.		Sole voting power   0
				6.		Shared voting power   2,287
				7.		Sole dispositive power   0
				8.		Shared dispositive power   2,287
9.		Aggregate amount beneficially owned by each reporting person   2,287
10.		Check box if the aggregate amount in Row (9) excludes certain shares ☐
11.		Percent of class represented by amount in Row (9)   0.0%
12.		Type of reporting person   IA

 

 

ITEM 1 (a).

NAME OF ISSUER:

SQZ Biotechnologies Company

 

ITEM 1 (b).

ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICES:

Arsenal Yards Blvd, Suite 210, Watertown, MA 02472

 

ITEM 2 (a).

NAME OF PERSON(S) FILING:

American International Group, Inc.

SAFG Retirement Services, Inc.

SAFG Capital LLC

AIG Fund GP Holdings, LLC

AIG DECO Fund I GP, LLC

AIG DECO Fund I, LP

AIG Life Holdings, Inc.

AGC Life Insurance Company

The Variable Annuity Life Insurance Company

American General Life Insurance Company

SunAmerica Asset Management, LLC

 

ITEM 2 (b).

ADDRESS OF PRINCIPAL BUSINESS OFFICE(S):

American International Group, Inc.

1271 Avenue of the Americas, 11th Floor,

New York, NY 10020

SAFG Retirement Services, Inc.

21650 Oxnard Street

10^th Floor

Woodland Hills, CA 91367

 

SAFG Capital LLC

21650 Oxnard Street 10th Floor

Woodland Hills, CA 91367

 

AIG Fund GP Holdings, LLC

28 Liberty Street 46th Floor

New York, NY 10005-1445

 

AIG DECO Fund I GP, LLC

28 Liberty Street 46th Floor

New York, NY 10005-1445

 

AIG DECO Fund I, LP

28 Liberty Street 46th Floor

 New York, NY 10005-1445

 

AIG Life Holdings, Inc.

2929 Allen Parkway

Houston, TX 77019

AGC Life Insurance Company

2727-A Allen Parkway

Houston, TX 77019

 

The Variable Annuity Life Insurance Company

2929 Allen Parkway

Houston, TX 77019

American General Life Insurance Company

2727-A Allen Parkway

Houston, TX 77019

SunAmerica Asset Management, LLC

Harborside 5 185 Hudson Street Suite 3300

Jersey City, NJ 07311

 

ITEM 2 (c).

CITIZENSHIP:

The information requested hereunder is set forth under Item 4 of the cover pages to this Schedule 13G.

ITEM 2 (d).

TITLE OF CLASS OF SECURITIES:

Common Stock

ITEM 2 (e).

CUSIP NUMBER:

 

78472W104

  

  

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:

American International Group, Inc.:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

SAFG Retirement Services, Inc.:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

SAFG Capital LLC:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

 

AIG Fund GP Holdings, LLC:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

 

AIG DECO Fund I GP, LLC:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

 

AIG DECO Fund I, LP:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

AIG Life Holdings, Inc.:

 

(g)

A parent holding company or control person, in accordance § 240.13d-1(b)(1)(ii)(G)

AGC Life Insurance Company:

 

(c)

Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)

The Variable Annuity Life Insurance Company:

 

(c)

Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)

American General Life Insurance Company:

 

(c)

Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)

SunAmerica Asset Management, LLC:

 

(e)

An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E)

 

ITEM 4.

OWNERSHIP.

(a) through (c). The information requested hereunder is set forth under Items 5 through 9 and Item 11 of the cover pages to this Schedule 13G.

ITEM 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF CLASS.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨

ITEM 6.

OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

SunAmerica Asset Management, LLC, an indirect subsidiary of American International Group, Inc. (“AIG”) AIG, shares voting and investment power with respect to all of SunAmerica Series SA Small Cap Index Portfolio’s holdings in SQZ Biotechnologies, Co., which AIG may be deemed to indirectly beneficially own such shares.

 

The Variable Annuity Life Insurance Company, an indirect subsidiary of AIG, shares voting and investment power with respect to all of VALIC Co I Small Cap Index Fund’s holdings in SQZ Biotechnologies, Co., which AIG may be deemed to indirectly beneficially own such shares.

 

American General Life Insurance Company is an indirect subsidiary of AIG and a LP in LS Polaris Innovation Fund LP which owns 2,287 shares of SQZ Biotechnologies Co. AIG may be deemed to indirectly beneficially own those shares.

 

AIG Asset Management (U.S.), LLC an indirect subsidiary of AIG, shares voting and investment power with respect to AIG DECO Fund I, LP’s holdings in SQZ Biotechnologies, Co.

 

ITEM 7.

IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

See Exhibit 1 attached hereto for the information requested hereunder with respect to the relevant subsidiaries of American International Group, Inc.

ITEM 8.

IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

Not applicable.

ITEM 9.

NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

  

  

ITEM 10.

CERTIFICATION.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

 

  

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.

Date: February 14, 2022

 

	AMERICAN INTERNATIONAL GROUP, INC.
	By:	/s/ Geoffrey N. Cornell
	Name:	Geoffrey N. Cornell
	Title:	Senior Vice President and Chief Investment Officer, Life & Retirement
	SAFG RETIREMENT SERVICES, INC.
	By:	/s/ Christine A. Nixon
	Name:	Christine A. Nixon
	Title:	Senior Vice President
	SAFG Capital LLC
	By:	/s/ Geoffrey N. Cornell
	Name:	Geoffrey N. Cornell
	Title:	Director
	AIG DECO FUND I, LP
	By: AIG DECO Fund I GP, LLC, its General Partner
	By: AIG Fund GP Holdings, LLC, its Managing Member
	By: SAFG Capital LLC, its Managing Member
	By: AIG Asset Management (U.S.), LLC, its investment advisor
	By:	/s/ Matthew Laermer
	Name:	Matthew Laermer
	Title:	Managing Director
	AIG DECO Fund I GP, LLC
	By: AIG Fund GP Holdings, LLC, its Managing Member
	By: SAFG Capital LLC, its Managing Member
	By: AIG Asset Management (U.S.), LLC, its investment advisor
	By:	/s/ Matthew Laermer
	Name:	Matthew Laermer
	Title:	Managing Director
	AIG Fund GP Holdings, LLC
	By: SAFG Capital LLC, its Managing Member
	By: AIG Asset Management (U.S.), LLC, its investment advisor
	By:	/s/ Matthew Laermer
	Name:	Matthew Laermer
	Title:	Managing Director
	AIG LIFE HOLDINGS, INC.
	By:	/s/ Christine A. Nixon
	Name:	Christine A. Nixon
	Title:	Senior Vice President
	AGC LIFE INSURANCE COMPANY
	By:	/s/ Christine A. Nixon
	Name:	Christine A. Nixon
	Title:	Senior Vice President
	THE VARIABLE ANNUITY LIFE INSURANCE COMPANY
	By:	/s/ Christine A. Nixon
	Name:	Christine A. Nixon
	Title:	Senior Vice President
	AMERICAN GENERAL LIFE INSURANCE COMPANY
	By:	/s/ Christine A. Nixon
	Name:	Christine A. Nixon
	Title:	Senior Vice President
	SUNAMERICA ASSET MANAGEMENT, LLC
	By:	/s/ Matthew Hackethal
	Name:	Matthew Hackethal
	Title:	Vice President, Chief Compliance Officer

  

 

EXHIBIT INDEX

 

Exhibit 99.1		Identification and Classification of the Subsidiaries Which Acquired the Security Being Reported on by the Parent Holding Company
Exhibit 99.2		Agreement of Joint Filing