0001999371-24-002145.txt : 20240213 0001999371-24-002145.hdr.sgml : 20240213 20240213164517 ACCESSION NUMBER: 0001999371-24-002145 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240213 DATE AS OF CHANGE: 20240213 GROUP MEMBERS: AFFINITY HEALTHCARE FUND, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Context Therapeutics Inc. CENTRAL INDEX KEY: 0001842952 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 863738787 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-93112 FILM NUMBER: 24626900 BUSINESS ADDRESS: STREET 1: 2001 MARKET STREET STREET 2: SUITE 3915 UNIT #15 CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 267-225-7416 MAIL ADDRESS: STREET 1: 2001 MARKET STREET STREET 2: SUITE 3915 UNIT #15 CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: Context Therapeutics LLC DATE OF NAME CHANGE: 20210128 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Affinity Asset Advisors, LLC CENTRAL INDEX KEY: 0001773195 ORGANIZATION NAME: IRS NUMBER: 821567490 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 917-826-4533 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G/A 1 context_sc13ga-123123.htm AMENDMENT TO FORM SC 13G

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Context Therapeutics Inc.
(Name of Issuer)

 

Common Stock, par value $0.001 per share
(Title of Class of Securities)

 

21077P108
(CUSIP Number)

 

 

 

Michael Hirschberg, Esq.

Reitler Kailas & Rosenblatt LLP

885 Third Avenue, 20th Floor

New York, NY 10022

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

December 31, 2023
(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 disclosures provided in a prior cover page.

 

The information required on 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).

 

 

 

 

CUSIP No. 21077P108   13G   Page 2 of 7 Pages

 

         
1.  

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Affinity Healthcare Fund, LP (EIN 82-1629802)

   
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(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

328,817 shares of Common Stock

 

  7.  

SOLE DISPOSITIVE POWER
 0

 

  8.  

SHARED DISPOSITIVE POWER

328,817 shares of Common Stock

 

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

328,817 shares of Common Stock
   
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐
   
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.06%
   
12.  

TYPE OF REPORTING PERSON (see instructions)

 

PN

   

 

 

 

 

CUSIP No. 21077P108   13G   Page 3 of 7 Pages
         
1.  

NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Affinity Asset Advisors, LLC (EIN 82-1567490)

   
2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(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

328,817 shares of Common Stock

 

  7.  

SOLE DISPOSITIVE POWER
 0

 

  8.  

SHARED DISPOSITIVE POWER

328,817 shares of Common Stock

 

9.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

328,817 shares of Common Stock
   
10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions) ☐
   
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.06%
   
12.  

TYPE OF REPORTING PERSON (see instructions)

 

IA

 

   
         

 

 

 

 

CUSIP No. 21077P108   13G   Page 4 of 7 Pages

 

Item 1.

 

  (a)

Name of Issuer:

 

Context Therapeutics Inc.

     
  (b)

Address of Issuer’s Principal Executive Offices:

 

2001 Market Street

Suite 3915, Unit #15

Philadelphia, PA 19103

 

Item 2.

 

  (a)

Name of Persons Filing:

 

Affinity Healthcare Fund, LP
Affinity Asset Advisors, LLC

     
  (b)

Address of Principal Business Office or, if None, Residence:

 

767 Third Avenue, 15th Floor

New York, NY 10017

     
  (c)

Citizenship:

 

Affinity Healthcare Fund, LP and Affinity Asset Advisors, LLC - Delaware

     
  (d)

Title of Class of Securities:

 

Common Stock, par value $0.001 per share

     
  (e)

CUSIP Number:

 

21077P108

 

Item 3.  If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

  (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

 

 

 

CUSIP No. 21077P108   13G   Page 5 of 7 Pages

 

  (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
       
  (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
       
  (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
       
  (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
       
  (j) A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
       
  (k)

Group, in accordance with §240.13d-1(b)(1)(ii)(K).

 

 

 

 

CUSIP No. 21077P108   13G   Page 6 of 7 Pages

 

Item 4.  Ownership.

 

Affinity Asset Advisors, LLC (the “Advisor”) is the investment manager of Affinity Healthcare Fund, LP (the “Fund”) and exercises investment discretion with regard to the securities reported herein. As of February 13, 2024, the Fund beneficially owned an aggregate of 328,817 shares of Common Stock of the Issuer, or 2.06% of the outstanding shares of Common Stock of the Issuer, and the Advisor may be deemed to be the beneficial owner of such 328,817 shares of Common Stock of the Issuer owned by the Fund by virtue of its position as investment manager of the Fund. The Fund and the Advisor have the shared power to vote or to direct the vote and to dispose or direct the disposition of 328,817 shares of Common Stock of the Issuer.

 

The percentage set forth in the preceding paragraph and in Row 11 of the cover page for each reporting person is based on 15,966,053 shares of Common Stock of the Issuer outstanding as of November 6, 2023 as set forth in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2023.

 

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  ☒.

 

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.

 

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.

 

By signing below, we certify that, to the best of our knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 

 

CUSIP No. 21077P108   13G   Page 7 of 7 Pages

 

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.

 

 

February 13, 2024

Date

 

 

Affinity Healthcare Fund, LP

   
   
 

By: /s/ Michael Cho

Signature

   
   
  AFFINITY ASSET ADVISORS, LLC
   
  By: /s/ Michael Cho
  Signature