UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Amendment No. 6)
Under
the Securities Exchange Act of 1934
APPLIED
Therapeutics, Inc.
(Name of Issuer)
COMMON STOCK,
$0.0001 PAR VALUE PER SHARE
(Title of Class of Securities)
03828A101
(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:
*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.
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).
| CUSIP No. 03828A101 | Page 2 of 8 Pages |
| 1. |
Name of Reporting Persons
Alexandria Real Estate Equities, Inc. |
| 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
Maryland |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
0 |
| 6. |
Shared Voting Power
12,094,054 (1) |
| 7. |
Sole Dispositive Power
0 |
| 8. |
Shared Dispositive Power
12,559,054 (2) |
| 9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
12,559,054 (2) |
| 10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. |
Percent of Class Represented by Amount in
Row (9)
10.3% (3) |
| 12. |
Type of Reporting Person (See Instructions)
CO |
| |
|
|
|
| (1) | Consists of: (i) 5,390,077
shares of the Issuer’s common stock held by Alexandria Venture Investments, LLC (“AVI”);
(ii) 1,500,000 shares of the Issuer’s common stock issuable upon exercise of pre-funded
warrants (“Pre-Funded Warrants”) held directly by AVI that are currently exercisable;
(iii) 2,950,000 shares of the Issuer’s common stock issuable upon exercise of common
stock warrants (the “Common Stock Warrants” and, collectively with the Pre-Funded
Warrants, the “Warrants”) held directly by AVI that are currently exercisable;
(iv) 203,977 shares of the Issuer’s common stock held directly by Alexandria Equities
No. 7, LLC (“AE7”); and (v) 2,050,000 shares of the Issuer’s common stock
issuable upon exercise of Common Stock Warrants held directly by AE7 that are currently exercisable.
Each of AVI and AE7 are indirect, wholly-owned subsidiaries of Alexandria Real Estate Equities,
Inc. (“ARE”) and, accordingly, ARE may be deemed to share voting and dispositive
power with AVI and AE7 with respect to the shares reported herein. |
| (2) | Consists of: (i) 5,855,077
shares of the Issuer’s common stock held by AVI; (ii) 1,500,000 shares of the Issuer’s
common stock issuable upon exercise of Pre-Funded Warrants held directly by AVI that are
currently exercisable; (iii) 2,950,000 shares of the Issuer’s common stock issuable
upon exercise of Common Stock Warrants held directly by AVI that are currently exercisable;
(iv) 203,977 shares of the Issuer’s common stock held directly by AE7; and (v) 2,050,000
shares of the Issuer’s common stock issuable upon exercise of Common Stock Warrants
held directly by AE7 that are currently exercisable. Each of AVI and AE7 are indirect, wholly-owned
subsidiaries of ARE and, accordingly, ARE may be deemed to share voting and dispositive power
with AVI and AE7 with respect to the shares reported herein. |
| (3) | This percentage is calculated based upon 114,846,271 outstanding
shares of the Issuer’s common stock as of August 6, 2024, as set forth in the Issuer’s Quarterly Report on Form 10-Q filed
with the Securities and Exchange Commission on August 7, 2024, as adjusted in accordance with Rule 13d-3 promulgated under the Securities
Exchange Act, as amended. |
| CUSIP No. 03828A101 | Page 3 of 8 Pages |
| 1. |
Name of Reporting Persons
Alexandria Venture Investments, 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
0 |
| 6. |
Shared Voting Power
9,840,077 (1) |
| 7. |
Sole Dispositive Power
0 |
| 8. |
Shared Dispositive Power
10,305,077 (2) |
| 9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
10,305,077 (2) |
| 10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. |
Percent of Class Represented by Amount in
Row (9)
8.6% (3) |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| |
|
|
|
| (1) | Consists of: (i) 5,390,077
shares of the Issuer’s common stock held by AVI; (ii) 1,500,000 shares of the Issuer’s
common stock issuable upon exercise of Pre-Funded Warrants held directly by AVI that are
currently exercisable; and (iii) 2,950,000 shares of the Issuer’s common stock issuable
upon exercise of Common Stock Warrants held directly by AVI that are currently exercisable. |
| (2) | Consists of: (i) 5,855,077
shares of the Issuer’s common stock held by AVI; (ii) 1,500,000 shares of the Issuer’s
common stock issuable upon exercise of Pre-Funded Warrants held directly by AVI that are
currently exercisable; and (iii) 2,950,000 shares of the Issuer’s common stock issuable
upon exercise of Common Stock Warrants held directly by AVI that are currently exercisable. |
| (3) | This percentage is calculated based upon 114,846,271 outstanding
shares of the Issuer’s common stock as of August 6, 2024, as set forth in the Issuer’s Quarterly Report on Form 10-Q filed
with the Securities and Exchange Commission on August 7, 2024, as adjusted in accordance with Rule 13d-3 promulgated under the Securities
Exchange Act, as amended. |
| CUSIP No. 03828A101 | Page 4 of 8 Pages |
| 1. |
Name of Reporting Persons
Alexandria Equities No. 7, 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
0 |
| 6. |
Shared Voting Power
2,253,977 (1) |
| 7. |
Sole Dispositive Power
0 |
| 8. |
Shared Dispositive Power
2,253,977 (1) |
| 9. |
Aggregate Amount Beneficially Owned by Each
Reporting Person
2,253,977 (1) |
| 10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ |
| 11. |
Percent of Class Represented by Amount in
Row (9)
1.9% (2) |
| 12. |
Type of Reporting Person (See Instructions)
OO |
| |
|
|
|
| (1) | Consists of: (i) 203,977
shares of the Issuer’s common stock held directly by AE7 and (ii) 2,050,000 shares
of the Issuer’s common stock issuable upon exercise of Common Stock Warrants held directly
by AE7 that are currently exercisable. |
| (2) | This percentage is calculated based upon 114,846,271 outstanding
shares of the Issuer’s common stock as of August 6, 2024, as set forth in the Issuer’s Quarterly Report on Form 10-Q filed
with the Securities and Exchange Commission on August 7, 2024, as adjusted in accordance with Rule 13d-3 promulgated under the Securities
Exchange Act, as amended. |
| CUSIP No. 03828A101 | Page 5 of
8 Pages
|
Applied
Therapeutics, Inc.
| Item 1(b) | Address
of Issuer's Principal Executive Offices |
545
5th Avenue, Suite 1400
New
York, New York 10017
| Item 2(a) | Name
of Person Filing |
This
Statement on Schedule 13G has been filed on behalf of the following persons (each, a “Reporting Person” and collectively,
the “Reporting Persons”):
(1) Alexandria
Real Estate Equities, Inc.
(2) Alexandria
Venture Investments, LLC
(3) Alexandria
Equities No. 7, LLC
| Item 2(b) | Address
of Principal Business Office or, if none, Residence |
The address
of each of the Reporting Persons is:
26 North
Euclid Avenue
Pasadena,
California 91101
(1) Alexandria
Real Estate Equities, Inc. is incorporated in the State of Maryland
(2) Alexandria
Venture Investments, LLC is organized in the State of Delaware
(3) Alexandria
Equities No. 7, LLC is organized in the State of Delaware
| Item 2(d) | Title
of Class of Securities |
Common
stock, $0.0001 par value per share
03828A101
Not applicable.
Provide the following information
regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1 as of November 13, 2024:
(a) Amount
beneficially owned: See Row 9 of pages 2, 3, and 4
(b) Percent
of class: See Row 11 of pages 2, 3, and 4
(c) Number
of shares as to which the person has:
(i) Sole power to vote or to direct the
vote: See Row 5 of pages 2, 3, and 4
(ii) Shared power to vote or to direct
the vote: See Row 6 of pages 2, 3, and 4
(iii) Sole power to dispose or to direct
the disposition of: See Row 7 of pages 2, 3, and 4
(iv) Shared power to dispose or to direct
the disposition of: See Row 8 of pages 2, 3, and 4
| CUSIP No. 03828A101 | Page 6 of 8 Pages |
| Item 5 | Ownership
of Five Percent or Less of a Class |
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 five percent of the class of securities, check the following. ¨
| Item 6 | Ownership
of More than Five Percent on Behalf of Another Person |
Not applicable.
| Item 7 | Identification
and Classification of the Subsidiary which Acquired the Security Being Reported on by the
Parent Holding Company |
Each
of Alexandria Venture Investments, LLC and Alexandria Equities No. 7, LLC is the wholly owned subsidiary of Alexandria Real Estate Equities,
Inc., which has the exclusive power to vote and dispose of shares directly owned by these subsidiaries.
| Item 8 | Identification
and Classification of Members of the Group |
The Reporting
Persons are filing this Schedule 13G jointly, but not as members of a group, and each expressly disclaims membership in a group.
| Item 9 | Notice
of Dissolution of Group |
Not applicable.
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, other than activities solely in connection
with a nomination under § 240.14a-11.
| CUSIP No. 03828A101 | Page 7 of 8 Pages |
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:
November 13, 2024
| |
ALEXANDRIA REAL ESTATE EQUITIES, INC. |
| |
|
| |
By: |
/s/ Marc E. Binda |
| |
Name: Marc E. Binda |
| |
Title: Chief Financial Officer and Treasurer |
| |
|
| |
ALEXANDRIA EQUITIES NO. 7, LLC |
| |
|
| |
By: ARE-Special Services, LLC, a Delaware limited liability company,
managing member |
| |
|
| |
|
By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited partnership,
managing member |
| |
|
| |
|
|
By: ARE-QRS CORP., a Maryland corporation, general partner |
| |
|
| |
|
|
|
By: Alexandria Real Estate Equities, Inc., a Maryland corporation,
sole shareholder |
| |
|
| |
|
|
|
By: |
/s/ Marc E. Binda |
| |
|
|
|
Name: Marc E. Binda |
| |
|
|
|
Title: Chief Financial Officer and Treasurer |
| |
|
| |
ALEXANDRIA VENTURE INVESTMENTS, LLC |
| |
|
| |
By: Alexandria Real Estate Equities, Inc., a Maryland corporation,
managing member |
| |
|
| |
By: |
/s/ Marc E. Binda |
| |
Name: Marc E. Binda |
| |
Title: Chief Financial Officer and Treasurer |
EXHIBITS
A: Joint Filing Agreement
| CUSIP No. 03828A101 | Page 8 of 8 Pages |
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with
Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them
of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of Applied Therapeutics Inc. and further
agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party
to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement
may be signed in counterparts.
In evidence whereof,
the undersigned have caused this Agreement to be executed on their behalf this 13th of November, 2024.
| |
ALEXANDRIA REAL ESTATE EQUITIES, INC. |
| |
|
| |
By: |
/s/ Marc E. Binda |
| |
Name: Marc E. Binda |
| |
Title: Chief Financial Officer and Treasurer |
| |
|
| |
ALEXANDRIA EQUITIES NO. 7, LLC |
| |
|
| |
By: ARE-Special Services, LLC, a Delaware limited liability company,
managing member |
| |
|
| |
|
By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited partnership,
managing member |
| |
|
| |
|
|
By: ARE-QRS CORP., a Maryland corporation, general partner |
| |
|
| |
|
|
|
By: Alexandria Real Estate Equities, Inc., a Maryland corporation,
sole shareholder |
| |
|
| |
|
|
|
By: |
/s/ Marc E. Binda |
| |
|
|
|
Name: Marc E. Binda |
| |
|
|
|
Title: Chief Financial Officer and Treasurer |
| |
|
| |
ALEXANDRIA VENTURE INVESTMENTS, LLC |
| |
|
| |
By: Alexandria Real Estate Equities, Inc., a Maryland corporation,
managing member |
| |
|
| |
By: |
/s/ Marc E. Binda |
| |
Name: Marc E. Binda |
| |
Title: Chief Financial Officer and Treasurer |
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