Statement of Ownership (sc 13g)
16 May 2017 - 6:58AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Altimmune,
Inc.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
02155H 101
(CUSIP
Number)
May 4, 2017
(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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*
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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.
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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).
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1.
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NAMES OF
REPORTING PERSONS
Truffle Capital S.A.S.
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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
France
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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
1,560,946
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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
1,560,946
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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
1,560,946
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
10.1%
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12.
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TYPE OF REPORTING PERSON
OO
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2
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Item 1(a).
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Name of Issuer:
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Altimmune, Inc. (the “Issuer”)
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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19 Firstfield Rd., Suite 200
Gaithersburg, MD 20878
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Item 2(a).
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Name of Persons Filing:
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Truffle Capital, S.A.S. (the “Reporting
Person”)
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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Truffle Capital, S.A.S.
5, rue de la Baume, 75008 Paris, France.
The Reporting Person is organized under the laws of France.
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Item 2(d).
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Title of Class of Securities:
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Common Stock, par value $0.0001 per share
(“Common Stock”).
02155H 101
3
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Item 3.
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If this statement is filed pursuant to Rule
§§240.13d-1(b),
or
13d-2(b)
or (c), check whether the person filing is a:
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(a)
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☐
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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(b)
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☐
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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☐
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8);
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(e)
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☐
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An investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
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(f)
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☐
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An employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
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(g)
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☐
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A parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G);
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(h)
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☐
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3);
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(j)
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☐
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A
non-U.S.
institution in accordance with § 240.13d–1(b)(1)(ii)(J);
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(k)
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☐
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Group, in accordance with §
240.13d-1(b)(1)(ii)(K).
If filing as a
non-U.S.
institution in accordance with §
240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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(a) Amount beneficially owned:
The Reporting Person is the fund manager for funds that hold in the aggregate (i) 1,560,393 shares of the Issuer’s Common Stock and
(ii) an option to purchase 533 shares of the Issuer’s Common Stock in the following individual amounts:
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Fund
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Common Stock
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Stock Options
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UFF Innovation 5 (UFF5) FCPI
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416,043
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364
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UFF Innovation 17 FCPI
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230,103
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—
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Truffle Cap II (TCII) FCPR
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183,690
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154
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Truffle Fortune 6 FCPI
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179,359
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—
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UFF Innovation 16 FCPI
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151,441
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—
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Truffle Fortune 5 FCPI
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116,654
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—
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Truffle InnoCroissance 2015 FCPI
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105,804
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—
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UFF Innovation 14 FCPI
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113,115
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—
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UFF Innovation 15 FCPI
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50,767
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—
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Europe Innovation 2006 (E106) FCPI
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1,774
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18
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Europe Innovation 2004 (E104) FCPI
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1,255
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17
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Truffle Fortune 4 FCPI
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10,388
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—
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4
Each of UFF Innovation 5 (UFF5) FCPI, Europe Innovation 2004 (E104) FCPI, Europe Innovation 2006
(E106) FCPI, UFF Innovation 14 FCPI, Truffle Fortune 5 FCPI, Truffle Fortune 6 FCPI, UFF Innovation 15 FCPI, UFF Innovation 16 FCPI, UFF Innovation 17 FCPI and Truffle InnoCroissance 2015 FCPI are FCPIs (Fonds Commun de Placement dans
l’Innovation), which are tax efficient French collective investment funds. Truffle Cap II (TCII) FCPR is a FCPR (Fonds Commun de Placement à Risque), which is a French venture capital fund for institutional subscribers.
Truffle Capital S.A.S., a French société par actions simplifiée, is the fund manager for each of the foregoing funds and
as such manages and controls all voting and dispositive rights to shares held by each such fund. Philippe Pouletty, Bernard-Louis Roques and Henri Moulard may be deemed to possess voting and dispositive control over the shares held by funds managed
by Truffle Capital S.A.S. and may be deemed to have indirect beneficial ownership of such shares. Each of these individuals disclaims beneficial ownership of such shares.
(b) Percent of class:
The
information contained on the cover pages to this Schedule 13G is incorporated herein by reference. The percentage amount is based on an aggregate of 15,450,602 shares of Common Stock outstanding as of May 4, 2010, as reported by the Issuer
in its Current Report on Form
8-K
filed on May 10, 2017.
(c) The information contained on the
cover page of this Schedule 13G is incorporated herein by reference.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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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 5 percent of the class of securities, check the following ☐.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group.
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Not applicable.
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Item 9.
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Notice of Dissolution of Group.
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Not applicable
5
Each of the Reporting Persons hereby makes the following certification:
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.
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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: May 15, 2017
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TRUFFLE CAPITAL S.A.S.
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/s/ Philippe Pouletty
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By:
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Philippe Pouletty
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Title:
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Managing Director
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7
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