Amended Statement of Ownership (sc 13g/a)
February 14 2022 - 6:22AM
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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 7 )*
Applied Genetic Technologies Corp
(Name of Issuer)
Common
Stock
(Title of Class of Securities)
03820J 10 0
(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:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
*
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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 the disclosures provided in a prior cover page.
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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).
Page 1 of 7 Pages
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Cusip No. 03820J 10 0
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13G
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Page
2
of 7 Pages
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1
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NAME OF REPORTING PERSONS
InterWest Partners VIII, LP
I.R.S. IDENTIFICATION NO(S). OF ABOVE PERSON(S) (ENTITIES ONLY)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
California
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
1,404,515
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
1,404,515
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,404,515
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10
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
3.3% (1)
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12
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TYPE OF REPORTING
PERSON
PN
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(1)
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Based upon 42,863,552 shares of the Issuers Common Stock outstanding as of November 4, 2021, as reported
in the Issuers Form 10-Q filed with the Securities and Exchange Commission (the SEC) on November 9, 2021.
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Cusip No. 03820J 10 0
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13G
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Page
3
of 7 Pages
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1
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NAME OF REPORTING PERSONS
InterWest Management Partners VIII, LLC (the General Partner of InterWest Partners VIII, LP)
I.R.S. IDENTIFICATION NO(S). OF ABOVE PERSON(S) (ENTITIES
ONLY)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
California
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
1,404,515
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
1,404,515
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,404,515
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10
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
3.3%(1)
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12
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TYPE OF REPORTING
PERSON
OO
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(1)
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Based upon 42,863,552 shares of the Issuers Common Stock outstanding as of November 4, 2021, as reported
in the Issuers Form 10-Q filed with the Securities and Exchange Commission (the SEC) on November 9, 2021.
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Cusip No. 03820J 10 0
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13G
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Page
4
of 7 Pages
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1
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NAME OF REPORTING PERSONS
Gilbert H. Kliman (a Managing Director of InterWest Management Partners VIII, LLC)
I.R.S. IDENTIFICATION NO(S). OF ABOVE PERSON(S) (ENTITIES
ONLY)
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2
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CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF
ORGANIZATION
United
States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
1,414,515 (1)
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
1,414,515 (1)
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,414,515 (1)
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10
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES:
☐
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11
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (9)
3.3%
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12
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TYPE OF REPORTING
PERSON
IN
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Neither the filing of this statement on Schedule 13G nor any of its contents shall be deemed to constitute an admission by
Gilbert H. Kliman that he is the beneficial owner of any of the Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is expressly
disclaimed, except to the extent of his pecuniary interest.
(1)
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Includes 10,000 shares owned directly by Kliman, and 1,404,515 shares owned by IWP VIII.
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Cusip No. 03820J 10 0
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13G
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Page
5
of 7 Pages
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ITEM 1.
(a)
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NAME OF ISSUER: Applied Genetic Technologies Corp.
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(b)
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ADDRESS OF ISSUERS PRINCIPAL EXECUTIVE OFFICE:
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14193 NW 119th Terrace, Suite 10, Alachua, Florida 32615
ITEM 2.
(a)
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NAME OF PERSON(S) FILING:
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InterWest Partners VIII, LP (IWP VIII)
InterWest Management Partners VIII, LLC (IMP VIII)
Gilbert H. Kliman (Kliman)
(b)
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
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467 First Street, Suite 201, Los Altos, CA 94022
(c)
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CITIZENSHIP/PLACE OF ORGANIZATION:
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IWP VIII:
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California
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IMP VIII:
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California
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Kliman:
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United States
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(d)
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TITLE OF CLASS OF SECURITIES: Common Stock
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(e)
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CUSIP NUMBER: 03820J 10 0
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ITEM 3. NOT APPLICABLE.
ITEM 4. OWNERSHIP.
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IWP VIII
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IMP VIII (1)
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Kliman (2)
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Beneficial Ownership
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1,404,515
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1,404,515
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1,414,515
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Percentage of Class
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3.3% (3)
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3.3% (3)
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3.3% (3)
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Sole Voting Power
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1,404,515
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1,404,515
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1,414,515
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Shared Voting Power
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0
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0
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0
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Sole Dispositive Power
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1,404,515
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1,404,515
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1,414,515
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Shared Dispositive Power
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0
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0
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0
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(1)
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IMP VIII serves as the general partner of IWP VIII.
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(2)
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Includes 10,000 shares owned directly by Kliman, and 1,404,515 shares owned by IWP VIII. Kliman is the Managing
Director of IMP VIII. Beneficial ownership of IWP VIII shares is expressly disclaimed, except to the extent of the pecuniary interest.
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(3)
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Based upon 42,863,552 shares of the Issuers Common Stock outstanding as of November 4, 2021, as reported
in the Issuers Form 10-Q filed with the Securities and Exchange Commission (the SEC) on November 9, 2021.
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Cusip No. 03820J 10 0
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13G
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Page
6
of 7 Pages
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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.
Under certain circumstances set forth in the limited liability company operating agreement of IMP VIII, the members of such limited liability
company have the right to receive dividends from, or the proceeds from the sale of, the common stock of Issuer beneficially owned by such limited liability company.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND
CLASSIFICATION OF MEMBERS OF THE GROUP.
No reporting person is a member of a group as defined in section 240.13d-1(b)(1)(iii)(H) of the Act.
ITEM 9. NOTICE OF DISSOLUTION OF THE GROUP.
Not
applicable.
ITEM 10. CERTIFICATION.
Not
applicable.
EXHIBITS
Joint Filing Statement
attached as Exhibit A.
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Cusip No. 03820J 10 0
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13G
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Page
7
of 7 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.
Date: February 14, 2022
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By:
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/s/ Gilbert H. Kliman
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INTERWEST PARTNERS VIII, LP
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Name:
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Gilbert H. Kliman
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By:
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InterWest Management Partners VIII, LLC
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its General Partner
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By:
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/s/ Gilbert H. Kliman
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INTERWEST MANAGEMENT PARTNERS VIII, LLC
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By:
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/s/ Gilbert H. Kliman
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Managing Director
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