0000902664-23-004754.txt : 20230914 0000902664-23-004754.hdr.sgml : 20230914 20230914125311 ACCESSION NUMBER: 0000902664-23-004754 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230912 FILED AS OF DATE: 20230914 DATE AS OF CHANGE: 20230914 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Avoro Capital Advisors LLC CENTRAL INDEX KEY: 0001633313 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36500 FILM NUMBER: 231254580 BUSINESS ADDRESS: STREET 1: 110 GREENE STREET STREET 2: SUITE 800 CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 212-937-4975 MAIL ADDRESS: STREET 1: 110 GREENE STREET STREET 2: SUITE 800 CITY: NEW YORK STATE: NY ZIP: 10012 FORMER NAME: FORMER CONFORMED NAME: venBio Select Advisor LLC DATE OF NAME CHANGE: 20150210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Aghazadeh Behzad CENTRAL INDEX KEY: 0001701815 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36500 FILM NUMBER: 231254579 MAIL ADDRESS: STREET 1: C/O AVORO CAPITAL ADVISORS LLC STREET 2: 110 GREENE STREET, SUITE 800 CITY: NEW YORK STATE: NY ZIP: 10012 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CymaBay Therapeutics, Inc. CENTRAL INDEX KEY: 0001042074 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943103561 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 7575 GATEWAY BOULEVARD STREET 2: SUITE 110 CITY: NEWARK STATE: CA ZIP: 94560 BUSINESS PHONE: 510-293-8800 MAIL ADDRESS: STREET 1: 7575 GATEWAY BOULEVARD STREET 2: SUITE 110 CITY: NEWARK STATE: CA ZIP: 94560 FORMER COMPANY: FORMER CONFORMED NAME: METABOLEX, INC. DATE OF NAME CHANGE: 20090721 FORMER COMPANY: FORMER CONFORMED NAME: METABOLEX INC DATE OF NAME CHANGE: 19970710 4 1 ownership.xml X0508 4 2023-09-12 1 0001042074 CymaBay Therapeutics, Inc. CBAY 0001633313 Avoro Capital Advisors LLC 110 GREENE STREET SUITE 800 NEW YORK NY 10012 0 0 1 0 0001701815 Aghazadeh Behzad C/O AVORO CAPITAL ADVISORS LLC 110 GREENE STREET, SUITE 800 NEW YORK NY 10012 0 0 1 0 0 Put Option (obligation to buy) 17.00 2023-09-12 4 S 0 1500 1 D 2023-09-12 2023-10-20 Common Stock 150000 1500 I See footnotes Put Option (obligation to buy) 17.00 2023-09-12 4 S 0 300 0.998 D 2023-09-12 2023-10-20 Common Stock 30000 300 I See footnotes Put Option (obligation to buy) 17.00 2023-09-13 4 S 0 250 0.9848 D 2023-09-13 2023-10-20 Common Stock 25000 250 I See footnotes Put Option (obligation to buy) 17.00 2023-09-13 4 S 0 950 1.0963 D 2023-09-13 2023-10-20 Common Stock 95000 950 I See footnotes Pre-funded Warrant (right to buy) 0.0001 2023-09-12 4 P 0 583771 17.1299 A Common Stock 583771 583771 I See footnotes The securities reported herein are held on behalf of accounts managed by Avoro Capital Advisors LLC, a Delaware limited liability company (the "Investment Manager") and Avoro Life Sciences Fund LLC, a Delaware limited liability company, a fund managed by the Investment Manager. Behzad Aghazadeh ("Dr. Aghazadeh," and together with the Investment Manager, the "Reporting Persons") serves as the portfolio manager and controlling person of the Investment Manager. The filing of this statement shall not be deemed an admission that either of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein. Subject to the terms and conditions set forth in the Pre-funded Warrant, the holder thereof may, at any time and from time to time on or after September 14, 2023, exercise the Pre-funded Warrant until it has been exercised in full. The Pre-funded Warrants reported herein and all other warrants beneficially owned by the Reporting Persons contain an exercise limitation prohibiting the holder from exercising the Warrants until such time as the holder, together with the Reporting Persons and certain other related parties, would not beneficially own after any such exercise more than 9.99% of the then issued and outstanding Common Stock (the "Blocker"). Due to the Blocker, none of the warrants beneficially owned by the Reporting Persons are presently exercisable. Avoro Capital Advisors LLC, by: /s/ Scott Epstein, its Chief Financial Officer & Chief Compliance Officer 2023-09-14 /s/ Behzad Aghazadeh 2023-09-14