SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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Theratechnologies Inc. (Name of Issuer) |
Common Shares (Title of Class of Securities) |
88338H704 (CUSIP Number) |
09/22/2025 (Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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SCHEDULE 13G
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CUSIP No. | 88338H704 |
1 | Names of Reporting Persons
Summer Road LLC | ||||||||
2 | Check the appropriate box if a member of a Group (see instructions)
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3 | Sec Use Only | ||||||||
4 | Citizenship or Place of Organization
DELAWARE
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Number of Shares Beneficially Owned by Each Reporting Person With: |
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9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,683,591.00 | ||||||||
10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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11 | Percent of class represented by amount in row (9)
5.84 % | ||||||||
12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
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Item 1. | ||
(a) | Name of issuer:
Theratechnologies Inc. | |
(b) | Address of issuer's principal executive offices:
2015 Peel Street, 11th Floor, Montreal, Quebec, Canada H3A 1T8 | |
Item 2. | ||
(a) | Name of person filing:
The Statement is filed on behalf of Summer Road LLC (the "Reporting Person"):
The Reporting Person is a family office of the same family under Investment Advisers Act of 1940 Rule 202(a)(11)(G)-1 (the "Family Office Rule"). Pursuant to investment management agreements ("IMAs") between itself and its "Family Clients" (as defined in the Family Office Rule), the Reporting Person exercises voting and dispositive power with respect to the Common Shares of the Issuer held by each of the Family Clients. | |
(b) | Address or principal business office or, if none, residence:
207 6th Street
West Palm Beach, FL 33401
Attention: Frank S. Vellucci | |
(c) | Citizenship:
The Reporting Person is a Delaware limited liability company. | |
(d) | Title of class of securities:
Common Shares | |
(e) | CUSIP No.:
88338H704 | |
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: | |
(a) | ![]() | |
(b) | ![]() | |
(c) | ![]() | |
(d) | ![]() | |
(e) | ![]() | |
(f) | ![]() | |
(g) | ![]() | |
(h) | ![]() | |
(i) | ![]() | |
(j) | ![]() please specify the type of institution: | |
(k) | ![]() | |
Item 4. | Ownership | |
(a) | Amount beneficially owned:
2,683,591* | |
(b) | Percent of class:
5.84%** | |
(c) | Number of shares as to which the person has:
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(i) Sole power to vote or to direct the vote:
2,683,591* | ||
(ii) Shared power to vote or to direct the vote:
-0- | ||
(iii) Sole power to dispose or to direct the disposition of:
2,683,591* | ||
(iv) Shared power to dispose or to direct the disposition of:
-0-
*Represents shares beneficially owned by Reporting Person through an IMA entered into with a Family Client.
**This calculation is rounded to the nearest tenth and is based upon 45,980,019 Common Shares outstanding, as reported in the Issuer's Form 20-F filed with the Securities and Exchange Commission on February 26, 2025 (File No. 001-35203). | ||
Item 5. | Ownership of 5 Percent or Less of a Class. | |
Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The securities as to which this Schedule 13G is filed by the Reporting Person are beneficially owned by two Family Clients of the Reporting Person. The following Family Client is the beneficial owner of more than five percent of the Common Shares: (i) Cap 1 LLC; and (ii) East River Partners Ltd. | ||
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
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Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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Item 10. | Certifications: |
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. |
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.
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