Amended Statement of Beneficial Ownership (sc 13d/a)
August 30 2021 - 5:02AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
(RULE
13D – 101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a)
(Amendment
No. 8)*
HUMANIGEN,
INC.
(Name
of Issuer)
COMMON
STOCK, PAR VALUE $.001 per share
(Title
of Class of Securities)
444863
10 4
(CUSIP
Number)
Nomis
Bay LTD
Wessex
House, 3rd Floor, 45 Reid Street
Hamilton,
Bermuda, HM 12
441-279-2088
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and Communications)
N/A
(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 which 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 §240.13d-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 (however, see the Notes).
EXPLANATORY
NOTE
The
Reporting Persons (as defined below) previously filed a Schedule 13D/A in respect of shares of common stock, par value $0.001
per share (the “Common Stock”), of Humanigen, Inc. (the “Issuer”) on March 25, 2021 (the “Schedule
13D/A No. 4”). This Amendment No. 8 (the “Schedule 13D/A No. 8”) is being filed to explain a typographical
error in Item 13 of the cover page of the Schedule 13D/A No. 4, which incorrectly reported the percentage of shares of Common Stock beneficially
owned by the Reporting Persons as of March 25, 2021 as 9.99%.
As
of March 25, 2021, the Schedule 13D/A No. 4 filing date, the reporting person was the beneficial owner of 9.44% of shares of Common Stock
of the Issuer.
The
sole purpose of this Schedule 13D/A No. 8 is to correct the percentage of shares of Common Stock beneficially owned by the Reporting
Person as of March 25, 2021.
In
addition, the Reporting Person filed an Amendment No. 7 to the previously filed Schedule 13D/A stating that the Reporting Person ceased
to be the beneficial owner of more than five percent of Common Stock on 21st June 2021.
1
|
name
of reporting persons
i.r.s. identification nos. of above persons
Nomis Bay
LTD
|
|
2
|
check
the appropriate box if a member of a group*
|
(a)
☐
(b) ☐
|
3
|
sec
use only
|
|
4
|
source
of funds*
N/A
|
|
5
|
check
box if disclosure of legal proceedings is required pursuant to items 2(d) or 2(e)
|
☐
|
6
|
citizenship
or place of organization
Bermuda
|
|
number
of
shares
beneficially
owned by
each
reporting
person
with
|
|
7
|
sole
voting power
N/A
|
|
8
|
shared
voting power
N/A
|
|
9
|
sole
dispositive power
N/A
|
|
10
|
shared
dispositive power
N/A
|
|
11
|
aggregate
amount beneficially owned by each reporting person
N/A
|
|
12
|
check
box if the aggregate amount in row (11) excludes certain shares*
|
☐
|
13
|
percent
of class represented by amount in row (11)
N/A
|
|
14
|
type
of reporting person*
OO
|
|
*
SEE INSTRUCTIONS
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: August
27, 2021
Nomis Bay
LTD
By:
|
/S/ Peter
Poole
|
|
Name:
|
Peter Poole
|
|
Title:
|
Director
|
|
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