0001104659-22-125197.txt : 20221207 0001104659-22-125197.hdr.sgml : 20221207 20221207163159 ACCESSION NUMBER: 0001104659-22-125197 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221205 FILED AS OF DATE: 20221207 DATE AS OF CHANGE: 20221207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAKIN KEVIN CENTRAL INDEX KEY: 0001184421 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450527 MAIL ADDRESS: STREET 1: 36 CHURCH LANE CITY: WESTPORT STATE: CT ZIP: 06880 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHCAPE PARTNERS QP, L.P. CENTRAL INDEX KEY: 0001598026 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450534 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD, SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: 410-375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD, SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HIGHCAPE PARTNERS, L.P. CENTRAL INDEX KEY: 0001598046 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450535 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD, SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: 410-375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD, SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HighCape Partners GP, L.P. CENTRAL INDEX KEY: 0001819932 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450532 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: (410) 375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zuga Matt CENTRAL INDEX KEY: 0001790214 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450528 MAIL ADDRESS: STREET 1: C/O TELA BIO, INC. STREET 2: 1 GREAT VALLEY PARKWAY, SUITE 24 CITY: MALVERN STATE: PA ZIP: 19355 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HighCape Capital, LLC CENTRAL INDEX KEY: 0001827500 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450529 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: (410) 375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HighCape Partners GP, LLC CENTRAL INDEX KEY: 0001819933 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450533 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: (410) 375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HighCape Co-Investment Vehicle I, LLC CENTRAL INDEX KEY: 0001819988 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450531 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: (410) 375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HighCape Co-Investment Vehicle II, LLC CENTRAL INDEX KEY: 0001820044 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450530 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: (410) 375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HighCape Capital, L.P. CENTRAL INDEX KEY: 0001826279 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39577 FILM NUMBER: 221450536 BUSINESS ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 BUSINESS PHONE: (410) 375-0050 MAIL ADDRESS: STREET 1: 10751 FALLS ROAD STREET 2: SUITE 300 CITY: BALTIMORE STATE: MD ZIP: 21093 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AZIYO BIOLOGICS, INC. CENTRAL INDEX KEY: 0001708527 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 474790334 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12510 PROSPERITY DRIVE STREET 2: SUITE 370 CITY: SILVER SPRING STATE: MD ZIP: 20904 BUSINESS PHONE: 240-247-1143 MAIL ADDRESS: STREET 1: 12510 PROSPERITY DRIVE STREET 2: SUITE 370 CITY: SILVER SPRING STATE: MD ZIP: 20904 4 1 tm2232148-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-12-05 0 0001708527 AZIYO BIOLOGICS, INC. AZYO 0001826279 HighCape Capital, L.P. 36 CHURCH LANE WESTPORT CT 06880 1 0 1 0 0001598046 HIGHCAPE PARTNERS, L.P. 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001598026 HIGHCAPE PARTNERS QP, L.P. 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001819933 HighCape Partners GP, LLC 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001819932 HighCape Partners GP, L.P. 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001819988 HighCape Co-Investment Vehicle I, LLC 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001820044 HighCape Co-Investment Vehicle II, LLC 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001827500 HighCape Capital, LLC 36 CHURCH LANE WESTPORT CT 06880 0 0 1 0 0001790214 Zuga Matt 36 CHURCH LANE WESTPORT CT 06880 1 0 1 0 0001184421 RAKIN KEVIN 36 CHURCH LANE WESTPORT CT 06880 1 0 1 0 Class A Common Stock 2022-12-05 4 P 0 735000 4.75 A 5597604 I See footnotes Class A Common Stock 90807 I Held by the Kevin L. Rakin Irrevocable Trust Includes: (i) 53,818 shares of Class A Common Stock held of record by HighCape Partners, L.P.; (ii) 4,001,428 shares of Class A Common Stock held of record by HighCape Partners QP, L.P.; (iii) 499,145 shares of Class A Common Stock held of record by HighCape Co-Investment Vehicle I, LLC; (iv) 259,282 shares of Class A Common Stock held of record by HighCape Co-Investment Vehicle II, LLC; (v) 48,931 shares of Class A Common Stock held of record by HighCape Capital, L.P.; (vi) 15,023 shares of Class A Common Stock held of record by HighCape Partners II, L.P.; and (vii) 719,977 shares of Class A Common Stock held of record by HighCape Partners QP II, L.P. Kevin Rakin and W. Matthew Zuga, members of Issuer's board of directors, are the managing members of HighCape Partners GP, LLC, which is the general partner of HighCape Partners GP, L.P., which is the general partner of each of HighCape Partners, L.P. and HighCape Partners QP, L.P. Messrs. Rakin and Zuga are the managing members of HighCape Capital, LLC, which is the general partner of HighCape Capital, L.P. Messrs. Rakin and Zuga are also the managing members of HighCape Partners GP II, LLC, which is the general partner of HighCape Partners GP II, L.P., which is the general partner of each of HighCape Partners II, L.P. and HighCape Partners QP II, L.P. Each of Mr. Rakin, Mr. Zuga, HighCape Partners GP, LLC and HighCape Partners GP, L.P. may be deemed to beneficially own the securities held of record by each of HighCape Partners, L.P. and HighCape Partners QP, L.P. Each of Mr. Rakin, Mr. Zuga and HighCape Capital, LLC may be deemed to beneficially own the securities held of record by HighCape Capital, L.P. Each of Mr. Rakin, Mr. Zuga, HighCape Partners GP II, LLC and HighCape Partners GP II, L.P. may be deemed to beneficially own the securities held of record by each of HighCape Partners II, L.P. and HighCape Partners QP II, L.P. In addition, Mr. Zuga is the managing member of each of HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC and may be deemed to beneficially own the securities held of record by each such entity. Mr. Rakin may be deemed to beneficially own the securities held of record by the Kevin L. Rakin Irrevocable Trust. Each of the reporting persons disclaims beneficial ownership of the securities held by the other reporting persons except to the extent of each reporting person's pecuniary interest therein, if any. /s/ W. Matthew Zuga 2022-12-07 /s/ Kevin Rakin 2022-12-07 HIGHCAPE PARTNERS GP, LLC By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE PARTNERS GP, L.P. By: HighCape Partners GP, LLC, its general partner By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE PARTNERS, L.P. By: HighCape Partners GP, L.P., its general partner By: HighCape Partners GP, LLC, its general partner By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE PARTNERS QP, L.P. By: HighCape Partners GP, L.P., its general partner By: HighCape Partners GP, LLC, its general partner By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE CAPITAL, L.P. By: HighCape Capital, LLC, its general partner By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE CAPITAL, LLC By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE CO-INVESTMENT VEHICLE I, LLC By: /s/ W. Matthew Zuga, Managing Member 2022-12-07 HIGHCAPE CO-INVESTMENT VEHICLE II, LLC By: /s/ W. Matthew Zuga, Managing Member 2022-12-07