Form SC 13G - Statement of Beneficial Ownership by Certain Investors
November 12 2024 - 1:45PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1 (b), (c) AND (d)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)
(Amendment No. )*
ArriVent Biopharma, Inc.
(Name of Issuer)
Common Stock, $0.0001 Par Value per Share
(Title of Class
of Securities)
04272N102
(CUSIP Number)
September 30, 2024
(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)
x 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 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 11 Pages
Exhibit Index Contained on Page 10
| CUSIP
NO. 04272N102 |
13 G |
Page 2 of 11 |
| 1 |
NAME OF REPORTING PERSONS
Sofinnova Venture Partners XI, L.P. (“SVP XI”) |
| 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
1,696,752 shares, except that Sofinnova Management XI, L.P. (“SM
XI LP”), the general partner of SVP XI, may be deemed to have sole voting power, Sofinnova Management XI, L.L.C. (“SM
XI LLC”), the general partner of SM XI LP, may be deemed to have sole voting power, and Dr. James I. Healy (“Healy”)
and Dr. Maha Katabi (“Katabi”), the managing members of SM XI LLC, may be deemed to have shared power to vote these shares. |
| 6 |
SHARED
VOTING POWER
See
response to row 5. |
| 7 |
SOLE
DISPOSITIVE POWER
1,696,752
shares, except that SM XI LP, the general partner of SVP XI, may be deemed to have sole dispositive
power, SM XI LLC, the general partner of SM XI LP, may be deemed to have sole dispositive
power, and Healy and Katabi, the managing members of SM XI LLC, may be deemed to have shared
dispositive power over these shares. |
| 8 |
SHARED
DISPOSITIVE POWER
See
response to row 7. |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON |
1,696,752 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) |
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
5.1% |
| 12 |
TYPE OF REPORTING PERSON (See
Instructions) |
PN |
| CUSIP
NO. 04272N102 |
13 G |
Page 3 of 11 |
| 1 |
NAME OF REPORTING PERSONS
Sofinnova Management XI, L.P. (“SM XI LP”) |
| 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
1,696,752 shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI, may be deemed to have sole voting
power, SM XI LLC, the general partner of SM XI LP, may be deemed to have sole voting power, and Healy and Katabi, the managing members
of SM XI LLC, may be deemed to have shared power to vote these shares. |
| 6 |
SHARED
VOTING POWER
See
response to row 5. |
| 7 |
SOLE
DISPOSITIVE POWER
1,696,752 shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI, may be deemed to have sole dispositive
power, SM XI LLC, the general partner of SM XI LP, may be deemed to have sole dispositive power, and Healy and Katabi, the managing members
of SM XI LLC, may be deemed to have shared dispositive power over these shares. |
| 8 |
SHARED
DISPOSITIVE POWER
See
response to row 7. |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON |
1,696,752 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) |
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
5.1% |
| 12 |
TYPE OF REPORTING PERSON (See
Instructions) |
PN |
| CUSIP
NO. 04272N102 |
13 G |
Page 4 of 11 |
| 1 |
NAME OF REPORTING PERSONS
Sofinnova Management XI, L.L.C. (“SM XI 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
1,696,752 shares, all of which are owned directly by SVP XI. SM
XI LP, the general partner of SVP XI, may be deemed to have sole voting power, SM XI LLC, the general partner of SM XI LP, may be
deemed to have sole voting power, and Healy and Katabi, the managing members of SM XI LLC, may be deemed to have shared power to
vote these shares. |
| 6 |
SHARED
VOTING POWER
See
response to row 5. |
| 7 |
SOLE
DISPOSITIVE POWER
1,696,752
shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI,
may be deemed to have sole dispositive power, SM XI LLC, the general partner of SM XI LP,
may be deemed to have sole dispositive power, and Healy and Katabi, the managing members
of SM XI LLC, may be deemed to have shared dispositive power over these shares. |
| 8 |
SHARED
DISPOSITIVE POWER
See
response to row 7. |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON |
1,696,752 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) |
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
5.1% |
| 12 |
TYPE OF REPORTING PERSON (See
Instructions) |
OO |
| CUSIP
NO. 04272N102 |
13 G |
Page
5 of 11 |
| 1 |
NAME OF REPORTING PERSONS
Dr. James I. Healy (“Healy”) |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
| 3 |
SEC
USE ONLY |
| 4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
Citizen |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH |
5 |
SOLE VOTING POWER
0 shares. |
| 6 |
SHARED
VOTING POWER
1,696,752
shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI,
and SM XI LLC, the general partner of SM XI LP, may be deemed to have sole voting power over
the shares owned by SVP XI, and Healy, a managing member of SM XI LLC, and a director of
the Issuer, may be deemed to have shared power to vote these shares. |
| 7 |
SOLE
DISPOSITIVE POWER
0 shares. |
| 8 |
SHARED
DISPOSITIVE POWER
1,696,752
shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI,
and SM XI LLC, the general partner of SM XI LP, may be deemed to have sole dispositive power,
and Healy, a managing member of SM XI LLC, and a director of the Issuer, may be deemed to
have shared power to dispose of these shares. |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON |
1,696,752 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
5.1% |
| 12 |
TYPE OF REPORTING PERSON |
IN |
| CUSIP
NO. 04272N102 |
13 G |
Page
6 of 11 |
| 1 |
NAME OF REPORTING PERSONS
Dr. Maha Katabi (“Katabi”) |
| 2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨ (b) x |
| 3 |
SEC
USE ONLY |
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Canadian Citizen |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH |
5 |
SOLE VOTING POWER
0 shares. |
| 6 |
SHARED
VOTING POWER
1,696,752
shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI,
and SM XI LLC, the general partner of SM XI LP, may be deemed to have sole voting power over
the shares owned by SVP XI, and Katabi, a managing member of SM XI LLC, may be deemed to
have shared power to vote these shares. |
| 7 |
SOLE
DISPOSITIVE POWER
0 shares. |
| 8 |
SHARED
DISPOSITIVE POWER
1,696,752
shares, all of which are owned directly by SVP XI. SM XI LP, the general partner of SVP XI,
may be deemed to have sole dispositive power, SM XI LLC, the general partner of SM XI LP,
may be deemed to have sole dispositive power, and Katabi, a managing member of SM XI LLC,
may be deemed to have shared dispositive power over these shares. |
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON |
1,696,752 |
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
5.1% |
| 12 |
TYPE OF REPORTING PERSON |
IN |
| CUSIP
NO. 04272N102 |
13 G |
Page
7 of 11 |
Introductory Note: This joint statement
on Schedule 13G (this “Statement”) is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, $0.0001
Par Value per Share (“Common Stock”), of ArriVent Biopharma, Inc. (the “Issuer”).
ArriVent Biopharma, Inc.
| ITEM 1(B). | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES |
18 Campus Boulevard Suite 100
Newtown Square, PA 19073
| ITEM 2(A). | NAME OF PERSONS FILING |
This Statement is filed
by Sofinnova Venture Partners XI, L.P. (“SVP XI”), Sofinnova
Management XI, L.P. (“SM XI LP”), Sofinnova Management XI, L.L.C. (“SM XI LLC”), Dr. James I. Healy (“Healy”)
and Dr. Maha Katabi (“Katabi”). The foregoing entities and individuals are collectively referred to as the “Reporting
Persons.”
| ITEM 2(B). | ADDRESS OF PRINCIPAL BUSINESS OFFICE |
The address for each of the Reporting Persons is:
c/o Sofinnova Investments, Inc.
3000 Sand Hill Road, Bldg. 3, Suite 150
Menlo Park, CA 94025
| ITEM 2(C). | CITIZENSHIP
Each of SVP
XI and SM XI LP is a Delaware limited partnership. SM XI LLC is a Delaware limited liability
company. Healy is a U.S. citizen. Katabi is a Canadian citizen. |
| ITEM 2(D). | TITLE OF CLASS OF SECURITIES
Common Stock, $0.0001
Par Value per Share |
| ITEM 2(E). | CUSIP NUMBER
04272N102 |
| 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:
Not Applicable. |
| CUSIP
NO. 04272N102 |
13 G |
Page
8 of 11 |
| (a) | Amount beneficially owned: |
See Row 9 of cover page for each Reporting
Person.*
See Row 11 of cover page for each Reporting
Person.*
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote: |
See Row 5 of cover page for each Reporting
Person.*
| (ii) | Shared power to vote or to direct the vote: |
See Row 6 of cover page for each Reporting
Person.*
| (iii) | Sole power to dispose or to direct the disposition of: |
See Row 7 of cover page for each Reporting
Person.*
| (iv) | Shared power to dispose or to direct the disposition of: |
See Row 8 of cover page for each Reporting
Person.
| * | Except to the extent of a Reporting Person’s
pecuniary interest therein, each Reporting Person disclaims beneficial ownership of such
shares of Common Stock, except for the shares, if any, such Reporting Person holds of record. |
| ITEM 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable. |
| ITEM 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON
BEHALF OF ANOTHER PERSON
Under certain circumstances set forth in the limited partnership agreement of each of SVP
XI and SM XI LP and the limited liability company agreement of SM XI LLC, the general and
limited partners or members, as the case may be, of each of such entities may be deemed to
have the right to receive dividends from, or the proceeds from, the sale of shares of the
Issuer owned by each such entity of which they are a partner or member, as the case may be. |
| ITEM 7. | Identification
and Classification of the 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 THE GROUP
Not applicable. |
| ITEM 10. | CERTIFICATIONS
Not applicable. |
| CUSIP NO. 04272N102 |
13 G |
Page
9 of 11 |
SIGNATURES
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: November
12, 2024
| |
SOFINNOVA VENTURE PARTNERS XI, L.P.,
a Delaware Limited Partnership |
| |
|
| |
By: |
SOFINNOVA MANAGEMENT XI, L.P., a Delaware
Limited Partnership |
| |
Its: |
General Partner |
| |
|
| |
By: |
SOFINNOVA MANAGEMENT XI, L.L.C., a Delaware Limited
Liability Company |
| |
Its: |
General Partner |
| |
|
| |
By: |
/s/ Nathalie Auber |
| |
|
Nathalie Auber |
| |
|
Attorney-in-Fact |
| |
|
| |
SOFINNOVA MANAGEMENT XI, L.P., a Delaware
Limited Partnership |
| |
|
| |
By: |
SOFINNOVA MANAGEMENT XI, L.L.C., a Delaware Limited
Liability Company |
| |
Its: |
General Partner |
| |
|
| |
By: |
/s/ Nathalie Auber |
| |
|
Nathalie Auber |
| |
|
Attorney-in-Fact |
| |
|
| |
SOFINNOVA MANAGEMENT XI, L.L.C., a
Delaware Limited Liability Company |
| |
|
| |
By: |
/s/ Nathalie Auber |
| |
|
Nathalie Auber |
| |
|
Attorney-in-Fact |
| |
|
| |
DR. JAMES I. HEALY |
| |
DR. MAHA KATABI |
| |
|
| |
By: |
/s/ Nathalie Auber |
| |
|
Nathalie Auber |
| |
|
Attorney-in-Fact |
*Executed pursuant to a Power of Attorney already on file with the
appropriate agencies.
| CUSIP NO. 74257L108 |
13 G |
Page
10 of 11 |
EXHIBIT INDEX
| CUSIP NO. 74257L108 |
13 G |
Page
11 of 11 |
exhibit A
Agreement of Joint Filing
The undersigned hereby agree that a single Schedule
13G (or any amendment thereto) relating to the Common Stock of ArriVent Biopharma, Inc. shall be filed on behalf of each of the undersigned
and that this Agreement shall be filed as an exhibit to such Schedule 13G.
Date: November 12,
2024
| |
SOFINNOVA
VENTURE PARTNERS XI, L.P., a Delaware Limited Partnership |
| |
|
| |
By:
|
SOFINNOVA
MANAGEMENT XI, L.P., a Delaware Limited Partnership |
| |
Its:
|
General
Partner |
| |
|
| |
By:
|
SOFINNOVA
MANAGEMENT XI, L.L.C., a Delaware Limited Liability Company |
| |
Its:
|
General
Partner |
| |
|
| |
By:
|
/s/
Nathalie Auber |
| |
|
Nathalie
Auber |
| |
|
Attorney-in-Fact |
| |
|
| |
SOFINNOVA
MANAGEMENT XI, L.P., a Delaware Limited Partnership |
| |
|
| |
By:
|
SOFINNOVA
MANAGEMENT XI, L.L.C., a Delaware Limited Liability Company |
| |
Its:
|
General
Partner |
| |
|
| |
By:
|
/s/
Nathalie Auber |
| |
|
Nathalie
Auber |
| |
|
Attorney-in-Fact |
| |
|
| |
SOFINNOVA
MANAGEMENT XI, L.L.C., a Delaware Limited Liability Company |
| |
|
| |
By: |
/s/
Nathalie Auber |
| |
|
Nathalie
Auber |
| |
|
Attorney-in-Fact |
| |
|
| |
DR.
JAMES I. HEALY |
| |
DR.
MAHA KATABI |
| |
|
| |
By:
|
/s/
Nathalie Auber |
| |
|
Nathalie
Auber |
| |
|
Attorney-in-Fact |
*Executed pursuant to a Power of Attorney already on file with the
appropriate agencies.
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