Filing Details
- Accession Number:
- 0000950170-25-034969
- Form Type:
- 13D Filing
- Publication Date:
- 2025-03-05 19:00:00
- Filed By:
- Neil Desai
- Company:
- Whitehawk Therapeutics Inc. (NASDAQ:WHWK)
- Filing Date:
- 2025-03-06
- SEC Url:
- 13D 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 |
|---|---|---|---|---|---|---|
| Neil Desai | 461,700 | 1,811,241 | 461,700 | 2,272,941 | 2,272,941 | 4.9% |
Filing
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
|
Aadi Bioscience, Inc. (Name of Issuer) |
Common stock, par value $0.0001 per share (Title of Class of Securities) |
00032Q104 (CUSIP Number) |
Neil Desai 17383 Sunset Boulevard, Suite A250 Pacific Palisades, CA, 90272 (424) 744-8055 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/04/2025 (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.
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).
SCHEDULE 13D
|
| CUSIP No. | 00032Q104 |
| 1 |
Name of reporting person
Neil Desai | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,272,941.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) Consists of 461,700 shares of Common Stock issuable upon exercise of options exercisable within 60 days of March 4, 2025, subject to Dr. Desai's continued service through each vesting date.
(2) Consists of 639,698 shares of Common Stock directly owned by the Anishka Irrevocable 2016 Trust dated October 19, 2016 (the "Anishka Irrevocable Trust") and 1,171,543 shares of Common Stock directly owned by Neil Prafulla Desai, Trustee of the Anishka Family Trust (the "Anishka Family Trust"). Dr. Desai and his spouse share voting and dispositive power over the shares held by the Anishka Irrevocable Trust and the Anishka Family Trust and each of Dr. Desai and his spouse is a trustee of the Anishka Irrevocable Trust and the Anishka Family Trust.
(3) Based on the quotient obtained by dividing (a) the aggregate number of shares of Common Stock beneficially owned by Dr. Desai by (b) the sum of (i) 46,294,912 shares of Common Stock outstanding as of March 4, 2025, based on information provided to Dr. Desai by the Issuer, and (ii) 461,700 shares of Common Stock issuable upon exercise of options exercisable within 60 days of March 4, 2025 held by Dr. Desai. The aggregate number of shares of Common Stock beneficially owned by Dr. Desai as set forth in clauses "(a)" and "(b)" of this footnote are treated as outstanding shares of Common Stock only for the purpose of computing the percentage ownership of Dr. Desai.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
Aadi Bioscience, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
17383 Sunset Boulevard, Suite A250, Pacific Palisades,
CALIFORNIA
, 90272. | |
Item 1 Comment:
This Amendment No. 4 ("Amendment No. 4") amends the Statement of Beneficial Ownership on Schedule 13D, filed with the Securities and Exchange Commission (the "Commission") by Neil Desai on September 8, 2021 (the "Schedule 13D"), which was previously amended by Amendment No. 1, as filed with the Commission on January 17, 2023, Amendment No. 2, as filed with the Commission on October 1, 2024, and Amendment No. 3, as filed with the Commission on December 23, 2024, with respect to the shares of Common Stock of the Issuer. Except as specifically provided herein, this Amendment No. 4 does not modify any of the information previously reported in the Schedule 13D, which remains unchanged. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (e) | On March 4, 2025, the Issuer issued and sold 21,592,000 shares of the Issuer's common stock in a private placement "PIPE Financing," which was previously disclosed on December 19, 2024 and approved by the Issuer's stockholders at a special meeting on February 28, 2025. As a result, Dr. Desai ceased to be the beneficial owner of more than five percent of the shares of Common Stock of the Issuer. | |
| 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.
|
|
|