Filing Details

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

          

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. )*

 

 (Name of Issuer)

 

 (Title of Class of Securities)

 

 (CUSIP Number)

 

 (Date of Event which Requires Filing of this Statement)

 

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

 

☑          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 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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

Continued on following pages

Page 1 of  11 Pages

Exhibit Index: Page 10

CUSIP No. 24344T101

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¹ Consists of 3,383,351 Shares (as defined herein) and 1,216,133 Shares issuable upon the exercise of immediately exercisable pre-funded warrants (“Warrants”), all of which are directly owned by Braidwell Partners Master Fund LP.

² Based on 67,637,351 Shares outstanding as of December 31, 2022, as reported in the Issuer’s annual report on Form 10-K for the fiscal year ended December 31, 2022 filed with the Securities and Exchange Commission (the “SEC”) on February 7, 2023, plus the 1,216,133 Shares the Reporting Persons have the right to acquire upon exercise of Warrants, which amount has been added to the shares outstanding in accordance with Rule 13d-3(d)(i)(1) under the Act.

CUSIP No. 24344T101

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CUSIP No. 24344T101

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CUSIP No. 24344T101

Page 5 of 11 Pages

CUSIP No. 24344T101

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Item 1(a).          Name of Issuer:

Deciphera Pharmaceuticals, Inc.

Item 1(b).          Address of Issuer’s Principal Executive Offices:

200 Smith Street

Waltham, MA, 02451

.

Item 2(a).          Name of Person Filing

This initial filing is being jointly filed by Braidwell LP, Braidwell Management LLC, Alexander Karnal and Brian Kreiter (the “Reporting Persons”).

Item 2(b).          Address of Principal Business Office or, if None, Residence:

The business address of each Reporting Person is:

2200 Atlantic St

4^th Floor

Stamford, CT 06902

Item 2(c).          Citizenship:

Braidwell LP is a limited partnership organized under the laws of the State of Delaware.

Braidwell Management LLC is a limited liability company organized under the laws of the State of Delaware. Alexander Karnal and Brian Kreiter are both citizens of the United States of America.

Item 2(d).          Title of Class of Securities:

Common Stock, $0.01 par value (the “Shares”)

Item 2(e).          CUSIP Number:

24344T101

Item 3.               If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),                      

(e) An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E)

(g) A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)

CUSIP No. 24344T101

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Item 4.           Ownership:

Item 4(a)          Amount Beneficially Owned:

Items 5-9 of each cover page are incorporated by reference. Each Reporting Person may be deemed to be the beneficial owner of 4,599,484 Shares, which amount consists of 3,383,351 Shares and 1,216,133 Shares issuable upon the exercise of Warrants, all of which are directly owned by Braidwell Partners Master Fund LP.

Item 4(b)          Percent of Class:

Each Reporting Person may be deemed to beneficially own 6.68% of the Shares, which is calculated based on 67,637,351 Shares outstanding as of December 31, 2022, as reported in the Issuer’s annual report on Form 10-K for the fiscal year ended December 31, 2022 filed with the SEC on February 7, 2023, plus the 1,216,133 Shares the Reporting Persons have the right to acquire upon exercise of Warrants, which amount has been added to the shares outstanding in accordance with Rule 13d-3(d)(i)(1) under the Act.

Item 4(c)          Number of Shares as to which such person has:

 

	(i)	Sole power to vote or direct the vote:	-0-
	(ii)	Shared power to vote or direct the vote:	4,599,484
	(iii)	Sole power to dispose or direct the disposition of:	-0-
	(iv)	Shared power to dispose or direct the disposition of:	4,599,484

Item 5.          Ownership of Five Percent or Less of a Class:

n/a

Item 6.          Ownership of More than Five Percent on Behalf of Another Person:

n/a

Item 7.   Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control        Person:
 

The information in Item 4 is incorporated herein.

Item 8.          Identification and Classification of Members of the Group:

n/a

Item 9.          Notice of Dissolution of Group:

n/a

CUSIP No. 24344T101

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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.

 

CUSIP No. 24344T101

Page 9 of 11 Pages

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.

 

 

 

 

 

 

 

 

 

 

 

 

CUSIP No. 24344T101

Page 10 of 11 Pages

EXHIBIT INDEX

 

CUSIP No. 24344T101

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EXHIBIT A

JOINT FILING AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Deciphera Pharmaceuticals, Inc. dated as of February 14, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.