SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Morningside Venture Investments Ltd

(Last) (First) (Middle)
C/O THC MANAGEMENT SERVICES S.A.M.
3-5 AVENUE DES CITRONNIERS

(Street)
MONACO O9 MC 98000

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Amylyx Pharmaceuticals, Inc. [ AMLX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/06/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
01/25/2022
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/11/2022 C 10,415,650 A (1) 10,415,650 I See Footnotes(2)(3)
Common Stock 01/11/2022 P 263,158 A $19 10,678,808 I See Footnote(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) 01/11/2022 C 1,409,035 (1) (1) Common Stock 1,409,035 $0.00 0 I See Footnote(2)
Series B Preferred Stock (1) 01/11/2022 C 6,410,964 (1) (1) Common Stock 6,410,964 $0.00 0 I See Footnote(2)
Series C-1 Preferred Stock (1) 01/11/2022 C 974,107 (1) (1) Common Stock 974,107 $0.00 0 I See Footnote(2)
Series C-2 Preferred Stock (1) 01/11/2022 C 1,621,544 (1) (1) Common Stock 1,621,544 $0.00 0 I See Footnotes(2)(3)
1. Name and Address of Reporting Person*
Morningside Venture Investments Ltd

(Last) (First) (Middle)
C/O THC MANAGEMENT SERVICES S.A.M.
3-5 AVENUE DES CITRONNIERS

(Street)
MONACO O9 MC 98000

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MVIL, LLC

(Last) (First) (Middle)
C/O 22ND FLOOR, HANG LUNG CENTRE
2-20 PATERSON ST.

(Street)
CAUSEWAY BAY, HONG KONG K3

(City) (State) (Zip)
Explanation of Responses:
1. Upon the closing of the Issuer's initial public offering, all shares of Series A, Series B, Series C-1 and Series C-2 Preferred Stock (the "Preferred Stock") automatically converted into the number of shares of the Issuer's Common Stock shown in column 4 of Table I without payment or further consideration. The Preferred Stock had no expiration date.
2. Frances Anne Elizabeth Richard, Jill Marie Franklin, Peter Stuart Allenby Edwards and Cheung Ka Ho, are the directors of Morningside Venture Investments Limited ("Morningside") and share voting and dispositive power with respect to the securities held by Morningside and MVIL, LLC ("MVIL LLC"), Morningside's wholly-owned subsidiary. Cheng Yee Wing Betty and Wong See Wai are the managers of MVIL LLC and share voting and dispositive power with respect to the securities held by MVIL LLC. Ms. Cheng and Mr. Wong each disclaim ownership of the securities owned by MVIL LLC.
3. The shares of Series C-2 Preferred Stock and the Common Stock received upon conversion of the C-2 Preferred Stock are held by MVIL LLC.
Remarks:
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.
/s/ Frances Anne Elizabeth Richard, for Morningside Venture Investments Limited 03/17/2022
/s/ Cheng Yee Wing Betty, for MVIL, LLC 03/17/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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