Amended Statement of Ownership (sc 13g/a)
15 Febbraio 2020 - 7:02AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Amendment No.
1)
Under
the Securities Exchange Act of 1934
APPLIED
Therapeutics, Inc.
(Name of Issuer)
COMMON
STOCK, $0.0001 PAR VALUE PER SHARE
(Title of Class of
Securities)
03828A101
(CUSIP Number)
December
31, 2019
(Date of Event Which
Requires Filing of This Statement)
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
*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).
CUSIP No. 03828A101
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Page 2 of 9 Pages
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1.
|
Name of Reporting Persons
Alexandria Real Estate Equities,
Inc.
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2.
|
Check the Appropriate Box if a Member of a
Group (See Instructions)
(a) ¨
(b) x
|
3.
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SEC USE ONLY
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4.
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Citizenship or Place of Organization
Maryland
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
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5.
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Sole Voting Power
0
|
6.
|
Shared Voting Power
2,925,576 (1)
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
3,390,576 (2)
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9.
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Aggregate Amount Beneficially Owned by
Each Reporting Person
3,390,576 (2)
|
10.
|
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11.
|
Percent of Class Represented by Amount
in Row (9)
18.3% (3)
|
12.
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Type of Reporting Person (See Instructions)
CO
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(1)
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Consists of: (i) 706,599 shares of the Issuer’s
common stock held by Alexandria Venture Investments, LLC (“AVI”) and (ii) 2,218,977 shares of the Issuer’s common
stock held directly by Alexandria Equities No. 7, LLC (“AE7”). Each of AVI and AE7 are indirect, wholly-owned subsidiaries
of Alexandria Real Estate Equities, Inc. (“ARE”) and, accordingly, ARE may be deemed to share voting and dispositive
power with AVI and AE7 with respect to the shares reported herein.
|
|
(2)
|
Consists of: (i) 1,171,599 shares of the Issuer’s
common stock held directly by AVI; and (ii) 2,218,977 shares of the Issuer’s common stock held directly by AE7. Each of
AVI and AE7 are indirect, wholly-owned subsidiaries of ARE and, accordingly, ARE may be deemed to share voting and dispositive
power with AVI and AE7 with respect to the shares reported herein.
|
|
(3)
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This percentage is calculated based upon 18,514,534 outstanding
shares of the Issuer’s common stock as of November 12, 2019, as reported in the Issuer’s Prospectus filed pursuant
to Rule 424(b)(4) (Registration No. 333-235504) filed with the Securities and Exchange Commission on December 23, 2019.
|
CUSIP No. 03828A101
|
Page 3 of 9 Pages
|
1.
|
Name of Reporting Persons
Alexandria Venture Investments, LLC
|
2.
|
Check the Appropriate Box if a Member of a
Group (See Instructions)
(a) ¨
(b) x
|
3.
|
SEC USE ONLY
|
4.
|
Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
706,599 (1)
|
7.
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Sole Dispositive Power
0
|
8.
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Shared Dispositive Power
1,171,599 (1)
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9.
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Aggregate Amount Beneficially Owned by
Each Reporting Person
1,171,599 (1)
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10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11.
|
Percent of Class Represented by Amount
in Row (9)
6.3% (2)
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12.
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Type of Reporting Person (See Instructions)
OO
|
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(1)
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These shares are held directly by AVI.
|
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(2)
|
This percentage is calculated based upon 18,514,534 outstanding
shares of the Issuer’s common stock, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(4) (Registration
No. 333-235504) filed with the Securities and Exchange Commission on December 23, 2019.
|
CUSIP No. 03828A101
|
Page 4 of 9 Pages
|
1.
|
Name of Reporting Persons
Alexandria Equities No. 7, LLC
|
2.
|
Check the Appropriate Box if a Member of a
Group (See Instructions)
(a) ¨
(b) x
|
3.
|
SEC USE ONLY
|
4.
|
Citizenship or Place of Organization
Delaware
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5.
|
Sole Voting Power
0
|
6.
|
Shared Voting Power
2,218,977 (1)
|
7.
|
Sole Dispositive Power
0
|
8.
|
Shared Dispositive Power
2,218,977 (1)
|
9.
|
Aggregate Amount Beneficially Owned by
Each Reporting Person
2,218,977 (1)
|
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11.
|
Percent of Class Represented by Amount
in Row (9)
12.0% (2)
|
12.
|
Type of Reporting Person (See Instructions)
OO
|
|
(1)
|
These shares are held directly by AE7.
|
|
(2)
|
This percentage is calculated based upon 18,514,534 outstanding
shares of the Issuer’s common stock, as reported in the Issuer’s Prospectus filed pursuant to Rule 424(b)(4) (Registration
No. 333-235504) filed with the Securities and Exchange Commission on December 23, 2019.
|
CUSIP No. 03828A101
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Page 5 of 9 Pages
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Applied Therapeutics, Inc.
Item 1(b)
|
Address of Issuer's Principal Executive Offices
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545
5th Avenue, Suite 1400
New York, New York 10017
Item 2(a)
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Name of Person Filing
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This Statement on
Schedule 13G has been filed on behalf of the following persons (each, a “Reporting Person” and collectively, the “Reporting
Persons”):
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(1)
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Alexandria Real Estate Equities, Inc.
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(2)
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Alexandria Venture Investments, LLC
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(3)
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Alexandria Equities No. 7, LLC
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Item 2(b)
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Address of Principal Business Office or, if none, Residence
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The
address of each of the Reporting Persons is:
26
North Euclid Avenue
Pasadena,
California 91101
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(1)
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Alexandria Real Estate Equities, Inc. is incorporated
in the State of Maryland
|
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(2)
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Alexandria Venture Investments, LLC is organized in the
State of Delaware
|
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(3)
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Alexandria Equities No. 7, LLC is organized in the State
of Delaware
|
Item 2(d)
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Title of Class of Securities
|
Common
stock, $0.0001 par value per share
03828A101
Item
3
Not applicable.
CUSIP No. 03828A101
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Page 6 of 9 Pages
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Provide the following information
regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1
|
(a)
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Amount beneficially owned: See Row 9 of pages 2, 3, and
4
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(b)
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Percent of class: See Row 11 of pages 2, 3, and 4
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(c)
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Number of shares as to which the person has:
|
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(i)
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Sole power to vote or to direct the vote: See Row
5 of pages 2, 3, and 4
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(ii)
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Shared power to vote or to direct the vote: See Row
6 of pages 2, 3, and 4
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(iii)
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Sole power to dispose or to direct the disposition
of: See Row 7 of pages 2, 3, and 4
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(iv)
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Shared power to dispose or to direct the disposition
of: See Row 8 of pages 2, 3, and 4
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Item 5
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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
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Ownership of More than Five Percent on Behalf of Another Person
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Not applicable.
Item 7
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company
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Each of Alexandria Venture Investments,
LLC and Alexandria Equities No. 7, LLC is the wholly owned subsidiary of Alexandria Real Estate Equities, Inc., which has the exclusive
power to vote and dispose of shares directly owned by these subsidiaries.
Item 8
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Identification and Classification of Members of the Group
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The Reporting Persons are
filing this Schedule 13G jointly, but not as members of a group, and each expressly disclaims membership in a group.
Item 9
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Notice of Dissolution of Group
|
Not applicable.
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, other than activities
solely in connection with a nomination under § 240.14a-11.
CUSIP No. 03828A101
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Page 7 of 9 Pages
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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, 2020
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Alexandria
Real Estate Equities, Inc.
|
|
|
|
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By:
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/s/
Dean A. Shigenaga
|
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Name:
Dean A. Shigenaga
|
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Title: Co-President
and Chief Financial Officer
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|
|
|
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ALEXANDRIA
EQUITIES NO. 7, LLC
|
|
|
|
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By:
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ARE-Special Services, LLC, a Delaware limited liability
company, managing member
|
|
|
|
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By:
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ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited
partnership, managing member
|
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By:
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ARE-QRS CORP., a Maryland corporation, general partner
|
|
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By:
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Alexandria Real Estate Equities, Inc., a Maryland corporation,
sole shareholder
|
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|
|
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By:
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/s/
Dean A. Shigenaga
|
|
Name:
Dean A. Shigenaga
|
|
Title: Co-President
and Chief Financial Officer
|
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|
|
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Alexandria
Venture Investments, LLC
|
|
By:
|
Alexandria Real Estate Equities, Inc., a
Maryland corporation,
managing member
|
|
|
|
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By:
|
/s/
Dean A. Shigenaga
|
|
Name:
Dean A. Shigenaga
|
|
Title: Co-President
and Chief Financial Officer
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CUSIP No. 03828A101
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Page 8 of 9 Pages
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EXHIBITS
A: Joint Filing Agreement
CUSIP No. 03828A101
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Page 9 of 9 Pages
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EXHIBIT A
JOINT FILING AGREEMENT
In
accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing
on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Applied
Therapeutics Inc. and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement
expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement
agrees that this joint filing agreement may be signed in counterparts.
In
evidence whereof, the undersigned have caused this Agreement to be executed on their behalf this 14th day of February,
2020.
|
Alexandria
Real Estate Equities, Inc.
|
|
|
|
|
By:
|
/s/
Dean A. Shigenaga
|
|
Name:
Dean A. Shigenaga
|
|
Title:
Co-President and Chief Financial Officer
|
|
|
|
|
|
|
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ALEXANDRIA
EQUITIES NO. 7, LLC
|
|
|
|
|
By:
|
ARE-Special Services, LLC, a Delaware limited liability
company, managing member
|
|
|
|
|
By:
|
ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited
partnership, managing member
|
|
|
|
|
By:
|
ARE-QRS CORP., a Maryland corporation, general partner
|
|
|
|
|
By:
|
Alexandria Real Estate Equities, Inc., a Maryland corporation,
sole shareholder
|
|
|
|
|
By:
|
/s/
Dean A. Shigenaga
|
|
Name:
Dean A. Shigenaga
|
|
Title: Co-President
and Chief Financial Officer
|
|
|
|
|
|
|
|
Alexandria
Venture Investments, LLC
|
|
|
|
By:
|
Alexandria Real Estate Equities, Inc., a
Maryland corporation,
managing member
|
|
|
|
|
By:
|
/s/
Dean A. Shigenaga
|
|
Name:
Dean A. Shigenaga
|
|
Title: Co-President
and Chief Financial Officer
|
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