Home > Insider Trading > Latest 13D and 13G Filings > 13G Filing (0001104659-24-023915)

Filing Details

Accession Number:: 0001104659-24-023915
Form Type:: 13G Filing
Publication Date:: 2024-02-13 19:00:00

Filed By:: Lincoln Park Capital Fund, Llc
Company:: Kiora Pharmaceuticals Inc (NASDAQ:KPRX)
Filing Date:: 2024-02-14
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	Shared Voting Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Lincoln Park Capital Fund	768,155	768,155	768,155	9.99%
Lincoln Park Capital	768,155	768,155	768,155	9.99%
Rockledge Capital Corporation	768,155	768,155	768,155	9.99%
Joshua B. Scheinfeld	768,155	768,155	768,155	9.99%
Alex Noah Investors, Inc	768,155	768,155	768,155	9.99%
Jonathan I. Cope	768,155	768,155	768,155	9.99%

Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

KIORA PHARMACEUTICALS, INC.

(Name of Issuer)

COMMON STOCK, PAR VALUE $0.01 PER SHARE

(Title of Class of Securities)

49721T101

(CUSIP Number)

December 31, 2023

(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)
	x	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 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).

(Page 1 of 12 Pages)

SCHEDULE 13G

CUSIP NO. 49721T101

Page 2 of 12

1	NAMES OF REPORTING PERSONS Lincoln Park Capital Fund, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

SOLE VOTING POWER

SHARED VOTING POWER

768,155⁽¹⁾/2,346,575⁽²⁾

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

768,155⁽¹⁾/2,346,575⁽²⁾

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 768,155⁽¹⁾/2,346,575⁽²⁾
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%⁽³⁾/9.99%⁽⁴⁾
12	TYPE OF REPORTING PERSON OO

1. Represents reporting person’s beneficial ownership of Common Stock as of December 31, 2023.

2. Represents reporting person’s beneficial ownership of Common Stock as of February 9, 2024.

3. Represents reporting person’s percent of beneficial ownership of Common Stock outstanding as of December 31, 2023. As of December 31, 2023, the reporting person has rights, under the shares of Series F Convertible Preferred Stock of the Issuer (the “Series F”) and under five warrants, to acquire an aggregate number of shares of the Issuer’s Common Stock which, except for the contractual caps in the Series F and warrants on the amount of outstanding shares of the Issuer’s Common Stock that the reporting person may own, when combined with the 130,139 shares of Common Stock owned, would exceed such a cap. The ownership cap in each of the Series F and warrants is 9.99%. Thus, as of December 31, 2023, the number of shares of the Issuer’s Common Stock beneficially owned by the reporting person was 768,155 shares, which is 9.99% of the 7,689,240 shares of Common Stock outstanding as of November 6, 2023, as provided by the Issuer on its Form 10-Q filed with the Securities Exchange Commission on November 9, 2023.

4. Represents Reporting person’s percent of beneficial ownership of Common Stock outstanding as of February 9, 2024. As of February 9, 2024, reporting person has rights, under the shares of Series F and under seven warrants, to acquire an aggregate number of shares of the Issuer’s Common Stock which, except for the contractual caps in the Series F and warrants on the amount of outstanding shares of the Issuer’s Common Stock that the reporting person may own, when combined with the 17,500 shares of Common Stock and 900,000 shares of restricted Common Stock owned, would exceed such a cap. The ownership cap in each of the Series F and warrants is 9.99%. Thus, as of February 9, 2024, the number of shares of the Issuer’s Common Stock that the reporting person may own was 2,346,575 shares, which is 9.99% of the 23,489,240 shares outstanding, which was calculated by adding the 7,689,240 shares of Common Stock outstanding as of November 6, 2023, as provided by the Issuer on its Form 10-Q filed with the Securities Exchange Commission on November 9, 2023, and the 15,800,000 shares of Common Stock issued in a private placement dated January 31, 2024, as provided by the Issuer on a Form 8-K filed with the Securities Exchange Commission on February 1, 2024.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 3 of 12

1	NAMES OF REPORTING PERSONS Lincoln Park Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

SOLE VOTING POWER

SHARED VOTING POWER

768,155⁽¹⁾/2,346,575⁽²⁾

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

768,155⁽¹⁾/2,346,575⁽²⁾

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 768,155⁽¹⁾/2,346,575⁽²⁾
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%⁽³⁾/9.99%⁽⁴⁾
12	TYPE OF REPORTING PERSON OO

1. Represents reporting person’s beneficial ownership of Common Stock as of December 31, 2023.

2. Represents reporting person’s beneficial ownership of Common Stock as of February 9, 2024.

3. Represents reporting person’s percent of beneficial ownership of Common Stock outstanding as of December 31, 2023. As of December 31, 2023, reporting person has rights, under the shares of Series F and under five warrants, to acquire an aggregate number of shares of the Issuer’s Common Stock which, except for the contractual caps in the Series F and warrants on the amount of outstanding shares of the Issuer’s Common Stock that the reporting person may own, when combined with the 130,139 shares of Common Stock owned, would exceed such a cap. The ownership cap in each of the Series F and warrants is 9.99%. Thus, as of December 31, 2023, the number of shares of the Issuer’s Common Stock beneficially owned by the reporting person was 768,155 shares, which is 9.99% of the 7,689,240 shares of Common Stock outstanding as of November 6, 2023, as provided by the Issuer on its Form 10-Q filed with the Securities Exchange Commission on November 9, 2023.

4. Represents reporting person’s percent of beneficial ownership of Common Stock outstanding as of February 9, 2024. As of February 9, 2024, reporting person has rights, under the shares of Series F and under seven warrants, to acquire an aggregate number of shares of the Issuer’s Common Stock which, except for the contractual caps in the Series F and warrants on the amount of outstanding shares of the Issuer’s Common Stock that the reporting person may own, when combined with the 17,500 shares of Common Stock and 900,000 shares of restricted Common Stock owned, would exceed such a cap. The ownership cap in each of the Series F and warrants is 9.99%. Thus, as of February 9, 2024, the number of shares of the Issuer’s Common Stock that the reporting person may own was 2,346,575 shares, which is 9.99% of the 23,489,240 shares outstanding, which was calculated by adding the 7,689,240 shares of Common Stock outstanding as of November 6, 2023, as provided by the Issuer on its Form 10-Q filed with the Securities Exchange Commission on November 9, 2023, and the 15,800,000 shares of Common Stock issued in a private placement dated January 31, 2024, as provided by the Issuer on a Form 8-K filed with the Securities Exchange Commission on February 1, 2024.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 4 of 12

1	NAMES OF REPORTING PERSONS Rockledge Capital Corporation
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Texas

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

SOLE VOTING POWER

SHARED VOTING POWER

768,155⁽¹⁾/2,346,575⁽²⁾

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

768,155⁽¹⁾/2,346,575⁽²⁾

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 768,155⁽¹⁾/2,346,575⁽²⁾
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%⁽³⁾/9.99%⁽⁴⁾
12	TYPE OF REPORTING PERSON CO

1. Represents reporting person’s beneficial ownership of Common Stock as of December 31, 2023.

2. Represents reporting person’s beneficial ownership of Common Stock as of February 9, 2024.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 5 of 12

1	NAMES OF REPORTING PERSONS Joshua B. Scheinfeld
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

SOLE VOTING POWER

SHARED VOTING POWER

768,155⁽¹⁾/2,346,575⁽²⁾

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

768,155⁽¹⁾/2,346,575⁽²⁾

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 768,155⁽¹⁾/2,346,575⁽²⁾
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%⁽³⁾/9.99%⁽⁴⁾
12	TYPE OF REPORTING PERSON IN

1. Represents reporting person’s beneficial ownership of Common Stock as of December 31, 2023.

2. Represents reporting person’s beneficial ownership of Common Stock as of February 9, 2024.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 6 of 12

1	NAMES OF REPORTING PERSONS Alex Noah Investors, Inc.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Illinois

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

SOLE VOTING POWER

SHARED VOTING POWER

768,155⁽¹⁾/2,346,575⁽²⁾

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

768,155⁽¹⁾/2,346,575⁽²⁾

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 768,155⁽¹⁾/2,346,575⁽²⁾
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%⁽³⁾/9.99%⁽⁴⁾
12	TYPE OF REPORTING PERSON CO

1. Represents reporting person’s beneficial ownership of Common Stock as of December 31, 2023.

2. Represents reporting person’s beneficial ownership of Common Stock as of February 9, 2024.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 7 of 12

1	NAMES OF REPORTING PERSONS Jonathan I. Cope
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION United States

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

SOLE VOTING POWER

SHARED VOTING POWER

768,155⁽¹⁾/2,346,575⁽²⁾

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

768,155⁽¹⁾/2,346,575⁽²⁾

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 768,155⁽¹⁾/2,346,575⁽²⁾
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.99%⁽³⁾/9.99%⁽⁴⁾
12	TYPE OF REPORTING PERSON IN

1. Represents reporting person’s beneficial ownership of Common Stock as of December 31, 2023.

2. Represents reporting person’s beneficial ownership of Common Stock as of February 9, 2024.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 8 of 12

Item 1.
	(a)	Name of Issuer:

		Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Issuer”)

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

		332 Encinitas Blvd., Suite 102, Encinitas, CA 92024
Item 2.
	(a)	Name of Person Filing:

		Lincoln Park Capital Fund, LLC (“LPC Fund”)
		Lincoln Park Capital, LLC (“LPC”)
		Rockledge Capital Corporation (“RCC”)
		Joshua B. Scheinfeld (“Mr. Scheinfeld”)
		Alex Noah Investors, Inc. (“Alex Noah”)
		Jonathan I. Cope (“Mr. Cope” and, collectively with LPC Fund, LPC, RCC, Mr. Scheinfeld and Alex Noah, the “Reporting Persons”)

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

		The address of the principal business office of each of the Reporting Persons is:
		440 North Wells, Suite 410
		Chicago, Illinois 60654

	(c)	Citizenship:

		LPC Fund is an Illinois limited liability company
		LPC is an Illinois limited liability company
		RCC is a Texas corporation
		Mr. Scheinfeld is a United States citizen

		Alex Noah is an Illinois corporation
		Mr. Cope is a United States citizen

SCHEDULE 13G

CUSIP NO. 49721T101

Page 9 of 12


	(d)	Title of Class of Securities:

		Common Stock, Par Value $0.01 Per Share (“Common Stock”)

	(e)	CUSIP Number:

		49721T101

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:

(a)	¨	Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
(b)	¨	Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)	¨	Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)	¨	Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e)	¨	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f)	¨	An employee benefit plan or endowment fund in accordance with §240. 13d-1(b)(1)(ii)(F);
(g)	¨	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
(h)	¨	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	¨	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	¨	A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
(k)	¨	Group, in accordance with §240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution ______________________

Item 4. Ownership.

Reporting person

Amount
beneficially
owned:

Percent
of class:

Sole power
to vote
or direct
the vote:

Shared power

to vote or
to direct
the vote:

Sole power
to dispose or to
direct the
disposition of:

Shared power
to dispose or to
direct the
disposition of:

Lincoln Park Capital Fund, LLC

768,155⁽¹⁾/2,346,575⁽²⁾

9.99%

768,155⁽¹⁾/2,346,575⁽²⁾

Lincoln Park Capital, LLC

768,155⁽¹⁾/2,346,575⁽²⁾

9.99%

768,155⁽¹⁾/2,346,575⁽²⁾

Rockledge Capital Corporation

768,155⁽¹⁾/2,346,575⁽²⁾

9.99%

768,155⁽¹⁾/2,346,575⁽²⁾

Joshua B. Scheinfeld

768,155⁽¹⁾/2,346,575⁽²⁾

9.99%

768,155⁽¹⁾/2,346,575⁽²⁾

Alex Noah Investors, Inc.

768,155⁽¹⁾/2,346,575⁽²⁾

9.99%

768,155⁽¹⁾/2,346,575⁽²⁾

Jonathan I. Cope

768,155⁽¹⁾/2,346,575⁽²⁾

9.99%

768,155⁽¹⁾/2,346,575⁽²⁾

1. As of December 31, 2023, LPC Fund owned the following securities of the Issuer: (i) 130,139 shares of outstanding Common Stock; (ii) warrants to purchase 828,919 shares of Common Stock currently exercisable at $0.5231 per share that expire on June 6, 2026, subject to a 9.99% beneficial ownership cap (the “Series C Warrants”); (iii) warrants to purchase 828,919 shares of Common Stock currently exercisable at $0.5231 per share that expire on June 6, 2024, subject to a 9.99% beneficial ownership cap, (the “Series D Warrants”); (iv) warrants to purchase 105,596 shares of Common Stock currently exercisable at $3.538 that expire on August 3, 2028, subject to a 9.99% beneficial ownership cap, pursuant to a securities purchase agreement dated February 2, 2023 (the “2023 SPA Warrants”); (v) warrants to purchase 121,875 shares of Common Stock currently exercisable at $5.97 per share that expire on November 22, 2024, subject to a 9.99% beneficial ownership cap, pursuant to a private placement on or about November 22, 2022 (the “2022 PP Warrants”); (vi) warrants to purchase 121,875 shares of Common Stock currently exercisable at $8.00 per share that expire on July 22, 2027, subject to a 9.99% beneficial ownership cap (the “Additional Warrants”); and (vii) 570 shares of Series F that are convertible into 381,780 shares of Common Stock, subject to a 9.99% beneficial ownership cap.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 10 of 12

Based on the information provided on Issuer’s Form 10-Q, filed with the Securities Exchange Commission on November 9, 2023, there were 7,689,240 shares of Common Stock Outstanding. Accordingly, as of December 31, 2023, LPC Fund directly beneficially owned an aggregate of 768,155 shares of Common Stock, representing the 130,139 shares of Common Stock presently owned combined with number of shares of Common Stock that may be acquired by LPC Fund as of December 31, 2023 under the above warrants and Series F without exceeding the 9.99% beneficial ownership limitation on the exercise of the Warrants, or the 9.99% beneficial ownership limitation on the conversion of the Series F.

2. As of February 9, 2024, LPC Fund owned the following securities of the Issuer: (i) 17,500 shares of outstanding Common Stock; (ii) warrants to purchase 818,236 shares of Common Stock currently exercisable at a price of $0.6076 per share, which expires on the earlier date of: (a) February 5, 2029 and (b) 30 days after the Company announces topline data from a Phase 2 clinical trial (ABACUS-2) of KIO-301 in retinitis pigmentosa and, following such announcement, the daily volume weighted average price of the Issuer’s common stock equals or exceeds $1.1048 for 30 consecutive trading days (pursuant to Issuer’s Form 8-K, filed with the Securities Exchange Commission on February 1, 2024); (iii) warrants to purchase 818,236 shares of Common Stock currently exercisable at a price of $0.6076 per share, which expires on the earlier date of: (a) February 5, 2029 and (b) 30 days after the Company announces topline data from a Phase 2 clinical trial of KIO-104 for treatment in posterior non-infectious uveitis and, following such announcement, the daily volume weighted average price of the Issuer’s common stock equals or exceeds $1.3810 for 30 consecutive trading days (pursuant to Issuer’s Form 8-K, filed with the Securities Exchange Commission on February 1, 2024); (iv) Series C Warrants to purchase up to 828,919 shares of Common Stock; (v) Series D Warrants to purchase 578,919 shares of Common Stock; (vi) 2023 SPA Warrants to purchase up to 105,596 shares of Common Stock; (vii) 2022 PP Warrants to purchase up to 121,875 shares of Common Stock; (viii) 750 shares of Series F that are convertible into 381,780 shares of Common Stock; (viii) Additional Warrants to purchase up to 121,875 shares of Common stock; and (ix) 900,000 shares of restricted Common Stock

Pursuant to §240.13d-1, which states that “any person, in determining the amount of outstanding securities of a class of equity securities, may rely upon information set forth in the issuer’s most recent quarterly or annual report, and any current report subsequent thereto, filed with the Commission pursuant to this Act, unless he knows or has reason to believe that information contained therein is inaccurate,” the Reporting Persons are including updated information in connection with the Issuer’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on February 1, 2024 (the “Current Report”). Based on the information provided in the Issuer’s Quarterly Report on Form 10-Q, filed with the Securities Exchange Commission on November 9, 2023, where the Issuer disclosed that there were 7,689,240 shares of Common Stock outstanding, and in the Current Report, where 15,800,000 shares of Common Stock were issued in a private placement on or about January 31, 2024, the total Common Stock outstanding was 23,489,240 shares. Accordingly, as of February 9, 2024, LPC Fund directly beneficially owned an aggregate of 2,347,575 shares of Common Stock, representing the 17,500 shares of Common Stock presently owned and the 900,000 shares of restricted Common Stock currently owned, combined with number of shares of Common Stock that may be acquired by LPC Fund as of February 9, 2024 under the above warrants and Series F without exceeding the 9.99% beneficial ownership limitation on the exercise of the warrants, or the 9.99% beneficial ownership limitation on the conversion of the Series F.

LPC is the Managing Member of LPC Fund. RCC and Alex Noah are the Managing Members of LPC. Mr. Scheinfeld is the president and sole shareholder of RCC, as well as a principal of LPC. Mr. Cope is the president and sole shareholder of Alex Noah, as well as a principal of LPC. As a result of the foregoing, Mr. Scheinfeld and Mr. Cope have shared voting and shared investment power over the shares of Common Stock of the Issuer held directly by LPC Fund.

Pursuant to Section 13(d) of the Act and the rules thereunder, each of LPC, RCC, Mr. Scheinfeld, Alex Noah, and Mr. Cope may be deemed to be a beneficial owner of the shares of Common Stock of the Issuer beneficially owned directly by LPC Fund.

The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Pursuant to Rule 13d-4 of the Act, each of LPC, RCC, Mr. Scheinfeld, Alex Noah, and Mr. Cope disclaims beneficial ownership of the shares of Common Stock of the Issuer held directly by LPC Fund.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 11 of 12

Item 5.

Ownership of Five Percent or Less of a 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.

	Not applicable.

Item 7.	Identification and Classification of 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 Group.

	Not applicable.

Item 10.	Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.

SCHEDULE 13G

CUSIP NO. 49721T101

Page 12 of 12

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 14, 2024

LINCOLN PARK CAPITAL FUND, LLC			LINCOLN PARK CAPITAL, LLC

BY:	LINCOLN PARK CAPITAL, LLC		BY:	ROCKLEDGE CAPITAL CORPORATION

BY:	ROCKLEDGE CAPITAL CORPORATION


By:	/s/ Joshua B. Scheinfeld		By:	/s/ Joshua B. Scheinfeld
	Name:	Joshua B. Scheinfeld		Name:	Joshua B. Scheinfeld
	Title:	President		Title:	President

LINCOLN PARK CAPITAL FUND, LLC			LINCOLN PARK CAPITAL, LLC

BY:	LINCOLN PARK CAPITAL, LLC		BY:	ALEX NOAH INVESTORS, INC.

BY:	ALEX NOAH INVESTORS, INC.


By:	/s/ Jonathan I. Cope		By:	/s/ Jonathan I. Cope
	Name:	Jonathan I. Cope		Name:	Jonathan I. Cope
	Title:	President		Title:	President

ROCKLEDGE CAPITAL CORPORATION			ALEX NOAH INVESTORS, INC.


By:	/s/ Joshua B. Scheinfeld		By:	/s/ Jonathan I. Cope
	Name:	Joshua B. Scheinfeld		Name:	Jonathan I. Cope
	Title:	President		Title:	President

JOSHUA B. SCHEINFELD			JONATHAN I. COPE


By:	/s/ Joshua B. Scheinfeld		By:	/s/ Jonathan I. Cope
	Name:	Joshua B. Scheinfeld		Name:	Jonathan I. Cope
	Title:	President		Title:	President

LIST OF EXHIBITS

Exhibit No.	Description

1	Joint Filing Agreement