Item 1. |
Security and Issuer. |
This Amendment No. 5 (Amendment No. 5) to Schedule 13D amends the statement on Schedule 13D filed on July 31, 2017 (the
Original Schedule 13D), as amended on January 23, 2019, July 30, 2020, September 21, 2021 and February 15, 2022 (the Prior Amendments, and together with the Original Schedule 13D and this Amendment
No. 5, the Schedule 13D) with respect to the Common Stock of Alpine Immune Sciences, Inc (the Issuer), having its principal executive office at 188 East Blaine St., Suite 200, Seattle, WA 98102. Except as otherwise
specified in Amendment No. 5, all items in the Original Schedule 13D, as amended by the Prior Amendments, are unchanged. All capitalized terms used in this Amendment No. 5 and not otherwise defined herein have the meanings ascribed to such
terms in the Original Schedule 13D, as amended by the Prior Amendments.
Item 3. |
Source and Amount of Funds or Other Consideration |
FLS-VIII purchased from a company then known as Alpine Immune Sciences, Inc. (Old Alpine) in a series of
private transactions 3,558,719 shares of Series A-1 Preferred Stock (Series A-1 Stock) and 866,741 shares of Common Stock (the Old
Alpine Common Stock) for an aggregate purchase price of $15,483,870. Pursuant to the terms of that certain Agreement and Plan of Merger and Reorganization, dated as of April 18, 2017, by and among the Issuer, Nautilus Merger Sub, Inc. and
Old Alpine (the Merger Agreement), at the closing of the merger provided for in the Merger Agreement (the Merger), each share of Old Alpines Common Stock and Series A-1 Stock held
by FLS-VIII was automatically converted into 0.4969 shares of the Issuers Common Stock, which resulted in FLS-VIII holding a total of 2,199,011 shares of the
Issuers Common Stock as of July 24, 2017.
On January 18, 2019, FLS-VIII participated in the
Issuers private placement offering and (i) purchased 372,439 shares of the Issuers Common Stock and (ii) received a warrant exercisable for 145,251 shares of the Issuers Common Stock for an aggregate purchase price of
$1,999,997.
On September 17, 2021, FLS-VIII exchanged 1,200,000 shares of the Issuers Common Stock for
a warrant to purchase 1,200,000 shares of the Issuers Common Stock.
On February 11, 2022, FLS-VIII
purchased 112,665 shares of the Issuers Common Stock for an aggregate purchase price of $799,990.
FLS-VIII
holds 1,484,115 shares of the Issuers Common Stock and warrants that are exercisable for 1,345,251 shares of the Issuers Common Stock within 60 days of November 20, 2023 (the FLS VIII Shares).
On September 15, 2021, FLSPF purchased 394 shares of the Issuers Common Stock for an aggregate purchase price of $3,704.
On September 17, 2021, FLSPF participated in the Issuers private placement offering (the Offering) pursuant to which it purchased a pre-funded warrant for 1,702,127 shares of the Issuers Common Stock for an aggregate purchase price of $15,999,994. FLSPF also purchased 400,000 shares of the Issuers Common Stock from another
stockholder of the Issuer for a total purchase price of $3,760,000.
On February 11, 2022, FLSPF purchased 1,088,179 shares of the Issuers
Common Stock for an aggregate purchase price of $7,726,724.