0001395064-22-000069.txt : 20220509 0001395064-22-000069.hdr.sgml : 20220509 20220509061039 ACCESSION NUMBER: 0001395064-22-000069 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220503 FILED AS OF DATE: 20220509 DATE AS OF CHANGE: 20220509 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TAKEDA PHARMACEUTICAL CO LTD CENTRAL INDEX KEY: 0001395064 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-41365 FILM NUMBER: 22903128 BUSINESS ADDRESS: STREET 1: 1-1, NIHONBASHI-HONCHO 2-CHOME, CHUO-KU CITY: TOKYO STATE: M0 ZIP: 103-8668 BUSINESS PHONE: 81332782111 MAIL ADDRESS: STREET 1: 1-1, NIHONBASHI-HONCHO 2-CHOME, CHUO-KU CITY: TOKYO STATE: M0 ZIP: 103-8668 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Takeda Vaccines, Inc. CENTRAL INDEX KEY: 0001905616 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-41365 FILM NUMBER: 22903127 BUSINESS ADDRESS: STREET 1: 75 SIDNEY STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 BUSINESS PHONE: 781.266.5387 MAIL ADDRESS: STREET 1: 75 SIDNEY STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HilleVax, Inc. CENTRAL INDEX KEY: 0001888012 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 75 STATE ST. STREET 2: SUITE 100 CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: (617) 213-5054 MAIL ADDRESS: STREET 1: 75 STATE ST. STREET 2: SUITE 100 CITY: BOSTON STATE: MA ZIP: 02109 3/A 1 wf-form3a_165209102472594.xml FORM 3/A X0206 3/A 2022-05-03 2022-04-29 0 0001888012 HilleVax, Inc. HLVX 0001395064 TAKEDA PHARMACEUTICAL CO LTD 1-1, NIHONBASHI-HONCHO 2-CHOME CHUO-KU, TOKYO M0 103-8668 JAPAN 0 0 1 0 0001905616 Takeda Vaccines, Inc. 75 SIDNEY STREET CAMBRIDGE MA 02139 0 0 1 0 Common Stock 840500 I See Explanation of Responses Warrant (Right to Buy) 0.0001 2022-05-03 2031-07-02 Common Stock 5883500.0 I See Explanation of Responses Takeda Pharmaceutical Company Limited's beneficial ownership of the reported securities is comprised of 840,500 shares of Common Stock and a Warrant to purchase 5,883,500 shares of Common Stock; each held by Takeda Vaccines, Inc., an indirect wholly-owned subsidiary of Takeda Pharmaceutical Company Limited. Takeda Vaccines, Inc. is owned directly by Takeda Pharmaceuticals U.S.A., Inc., which is owned directly by both Takeda Pharmaceutical Company Limited (72.70%) and Takeda Pharmaceuticals International AG (27.30%). Takeda Pharmaceuticals International AG is a wholly-owned direct subsidiary of Takeda Pharmaceutical Company Limited. Exercise price is $0.0000595 following April 22, 2022 1.681-for-1 forward stock split of the Issuer's common stock. This amendment is being filed to correct the reporting person's initial Form 3 filed on April 29, 2022 to reflect (a) a 1.681-for-1 forward stock split of the Issuer's common stock effected on April 22, 2022 which resulted in (i) an increase in the reporting persons ownership of (x) common stock from 500,000 to 840,500 and (y) warrants from 3,500,000 to 5,883,500 and (ii) the exercise price of the warrants changing from $0.0001 to $0.0000595 and (b) a correction to the date on which the Warrant is exercisable, from April 28, 2022 to May 3, 2022, the latter reflecting the date on which the Issuer's initial public offering was consummated and the date on which the Warrant to purchase 5,883,500 shares of Common Stock became exercisable. /s/ Yoshihiro Nakagawa, Global General Counsel of Takeda Pharmaceutical Company Limited 2022-05-09 /s/ Michael Martin, Authorized Signatory, Takeda Vaccines, Inc. 2022-05-09