SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, DC
20549
_________
SCHEDULE
13D/A
Under the
Securities Exchange Act of 1934
(Amendment No.
2)
NEUROBO
PHARMACEUTICALS, INC.
(Name of
Issuer)
Common Stock,
$0.001 par value
(Title
of Class of Securities)
64132R107
(CUSIP
Number)
Jeong Gyun
Oh
JK BioPharma
Solutions, Inc.
1 Research Ct.,
Suite 370
Rockville, MD
20850
(301) 250-4490
(Name,
Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
September 13,
2022
(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. ☐
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See Rule 13d–7 for other parties to whom copies are to be
sent.
*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
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.
CUSIP No. 64132R107
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13D/A
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Page 2 of 5
Pages
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1
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NAMES OF REPORTING
PERSONS
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JK BioPharma Solutions, Inc.
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2
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CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
(SEE INSTRUCTIONS)
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OO
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5
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CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
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☐
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6
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CITIZENSHIP OR
PLACE OF ORGANIZATION
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NUMBER OF
SHARES BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING
POWER
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0
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8
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SHARED VOTING
POWER
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0
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9
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SOLE DISPOSITIVE
POWER
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0
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10
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SHARED DISPOSITIVE
POWER
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0
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11
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AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11)
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0
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14
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TYPE OF REPORTING
PERSON
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CO
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CUSIP No. 64132R107
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13D/A
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Page 3 of 5
Pages
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1
|
NAMES OF REPORTING
PERSONS
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|
|
|
|
|
|
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2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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3
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SEC USE ONLY
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4
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SOURCE OF
FUNDS
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OO
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5
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CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d)
OR 2(e)
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☐
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6
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CITIZENSHIP OR
PLACE OF ORGANIZATION
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Republic of
Korea
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING
POWER
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0
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8
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SHARED VOTING
POWER
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0
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9
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SOLE DISPOSITIVE
POWER
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0
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10
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SHARED DISPOSITIVE
POWER
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0
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11
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AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐
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13
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PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11)
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0.0
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14
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TYPE OF REPORTING
PERSON (SEE INSTRUCTIONS)
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CUSIP No. 64132R107
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13D/A
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Page 4 of 5
Pages
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EXPLANATORY NOTE
This Amendment No.
2 (the “Amendment No. 2”) to Schedule 13D relating to the common
stock, par value $0.001 per share (the “Common Stock”), of Neurobo
Pharmaceuticals, Inc., a Delaware corporation (the “Issuer”), is
filed to amend certain Items of the statement on Schedule 13D filed
with the Securities and Exchange Commission (the “Commission”) on
January 9, 2020 and amended by Amendment No. 1 to Schedule 13D
filed November 10, 2021 (as so amended, the “Schedule 13D”) on
behalf of each of (i) JK BioPharma Solutions (“JK Bio”) and (ii)
Dr. Sun Dae Kang (together, the “Reporting Persons”). Except
as set forth in this Amendment No. 2, all Items in the Schedule 13D
are unchanged.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and
restated as follows:
(a) & (b) Amount and Nature of
Beneficial Ownership Reported.
None
(c) Recent
Transactions.
On September
13, 2022, the Reporting Persons sold all of their Common Stock in
market sales. JK Bio sold its 60,594 shares of Common Stock
at an average price of $32.53 and Dr. Sun Dae Kang sold his 26,672
shares of Common Stock at an average price of $46.70.
(d) Certain
Rights to Receive Dividends or Direct Sale Proceeds.
Not
applicable
(e) Ownership
of Five Percent or Less of Class. ☒
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:
September 23, 2022
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JK BioPharma Solutions, Inc. |
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By:
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/s/ Jeong Gyun
Oh
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Jeong Gyun Oh |
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CEO & President
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/s/ Sun Dae Kang |
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Dr. Sun Dae
Kang |
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