0001140361-20-003712.txt : 20200220 0001140361-20-003712.hdr.sgml : 20200220 20200220162446 ACCESSION NUMBER: 0001140361-20-003712 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200220 DATE AS OF CHANGE: 20200220 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Provention Bio, Inc. CENTRAL INDEX KEY: 0001695357 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-90545 FILM NUMBER: 20635472 BUSINESS ADDRESS: STREET 1: P.O. BOX 666 CITY: OLDWICK STATE: NJ ZIP: 08858 BUSINESS PHONE: 908-428-9136 MAIL ADDRESS: STREET 1: P.O. BOX 666 CITY: OLDWICK STATE: NJ ZIP: 08858 FORMER COMPANY: FORMER CONFORMED NAME: Provention Inc. DATE OF NAME CHANGE: 20170120 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MACROGENICS INC CENTRAL INDEX KEY: 0001125345 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 9704 MEDICAL CENTER DRIVE CITY: Rockville STATE: MD ZIP: 20850 BUSINESS PHONE: 301-251-5172 MAIL ADDRESS: STREET 1: 9704 MEDICAL CENTER DRIVE CITY: ROCKVILLE STATE: MD ZIP: 20850 SC 13G/A 1 formsc13ga.htm SC 13G/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*
 
Provention Bio, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
74374N102
(CUSIP Number)
December 31, 2019
(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)

* 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).

** This constitutes a late filing due to ministerial error.
 
SCHEDULE 13G
 
CUSIP No.
74374N102
 
1
NAMES OF REPORTING PERSONS
 
 
MacroGenics, Inc.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☐
 
 
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
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
0
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
0%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
CO
 
 
 
 

Item 1.
 
(a)
Name of Issuer: Provention Bio, Inc.
 
(b)
Address of Issuer’s Principal Executive Offices: PO Box 666, Oldwick, New Jersey 08858
 
Item 2.

(a)
Name of Person Filing: MacroGenics, Inc.

(b)
Address of Principal Business Office or, if None, Residence:  9704 Medical Center Dr., Rockville, MD 20850

(c)
Citizenship:          Delaware

(d)
Title and Class of Securities: Common Stock, $0.0001 par value

(e)
CUSIP No.:          74374N102
 
Item 3.
Statements filed pursuant to rules 13D-1(B) or 13D-2(B) or (C): Not applicable
 
Item 4.
Ownership:
 
The information set forth in the cover page to this Schedule 13G is incorporated herein by reference thereto.
 
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 [X].
 
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 or control person. Not applicable
 
Item 8.
Identification and classification of members of the group. Not applicable
 
Item 9.
Notice of Dissolution of Group. Not applicable
 
Item 10.
Certification. Not applicable

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:  February 20, 2020
MACROGENICS, INC.
   
 
By:
/s/ Jeffrey Peters
   
Jeffrey Peters
   
Vice President and General Counsel