0000904454-24-000255.txt : 20240410 0000904454-24-000255.hdr.sgml : 20240410 20240410171255 ACCESSION NUMBER: 0000904454-24-000255 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240410 DATE AS OF CHANGE: 20240410 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Contineum Therapeutics, Inc. CENTRAL INDEX KEY: 0001855175 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 271467257 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-94496 FILM NUMBER: 24836563 BUSINESS ADDRESS: STREET 1: 10578 SCIENCE CENTER DRIVE, SUITE 200 CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 333-5280 MAIL ADDRESS: STREET 1: 10578 SCIENCE CENTER DRIVE, SUITE 200 CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: Pipeline Therapeutics, Inc. DATE OF NAME CHANGE: 20210405 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JOHNSON & JOHNSON CENTRAL INDEX KEY: 0000200406 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 221024240 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE JOHNSON & JOHNSON PLZ CITY: NEW BRUNSWICK STATE: NJ ZIP: 08933 BUSINESS PHONE: 732-524-2455 MAIL ADDRESS: STREET 1: ONE JOHNSON & JOHNSON PLZ CITY: NEW BRUNSWICK STATE: NJ ZIP: 08933 SC 13G 1 s13g_040924-contineum.htm

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
(Rule 13d-102)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No.   )(1)
 
 
Contineum Therapeutics, Inc.
(Name of Issuer)
 
Class A Common Stock, $0.001 par value
(Title of Class of Securities)
 
21217B100
(CUSIP Number)
 
April 9, 2024
(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)

 

[X] Rule 13d-1(c)

 

[ ] Rule 13d-1(d)

 

(1) 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 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

 

 
 

 

CUSIP No. 21217B100 Page 2 of 7

 

 

1.

NAME OF REPORTING PERSON

 

Johnson & Johnson

 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)       [ ]

(b)       [ ]

3. SEC USE ONLY
4.

CITIZENSHIP OR PLACE OF ORGANIZATION

New Jersey

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5. SOLE VOTING POWER -0-
6. SHARED VOTING POWER 1,979,173
7. SOLE DISPOSITIVE POWER -0-
8. SHARED DISPOSITIVE POWER

1,979,173

 

9. AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON

 

1,979,173

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

[ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.7%
12. TYPE OF REPORTING PERSON CO
         

 

 
 

 

CUSIP No. 21217B100 Page 3 of 7

 

 

1.

NAME OF REPORTING PERSON

 

Johnson & Johnson Innovation-JJDC, 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 1,979,173
7. SOLE DISPOSITIVE POWER -0-
8. SHARED DISPOSITIVE POWER

1,979,173

 

9. AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON

 

1,979,173

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

[ ]

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.7%
12. TYPE OF REPORTING PERSON CO
         

 

 
 

 

CUSIP No. 21217B100 Page 4 of 7

 

 

SCHEDULE 13G

 

 

ITEM 1(a) NAME OF ISSUER:
   
  Contineum Therapeutics, Inc.
   
ITEM 1(b) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
   
 

10578 Science Center Drive, Suite 200

San Diego, CA 92121

   
ITEM 2(a) NAME OF PERSON FILING:
   
  This statement is being filed by Johnson & Johnson, a New Jersey corporation (“J&J”), and Johnson & Johnson Innovation-JJDC, Inc., a Delaware corporation (“JJDC”).  JJDC is a wholly-owned subsidiary of J&J. The securities reported herein as being held by J&J and JJDC are directly beneficially owned by JJDC.  J&J may be deemed to indirectly beneficially own the securities that are directly beneficially owned by JJDC. The Joint Filing Agreement between J&J and JJDC is attached hereto as Exhibit A.
   
ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE:
   
 

J&J: One Johnson & Johnson Plaza, New Brunswick, NJ 08933

JJDC: 410 George Street, New Brunswick, NJ 08901

   
ITEM 2(c) CITIZENSHIP:
   
 

J&J: New Jersey

JJDC: Delaware

   
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
   
  Class A Common Stock, $0.001 par value (“Class A Common Stock”)
   
ITEM 2(e) CUSIP NUMBER:  
   
  21217B100
   
ITEM 3 STATEMENTS FILED PURSUANT TO RULES 13D-1(B) OR 13D-2(B) OR (C):
   
  Not applicable.
   

 

 
 

 

CUSIP No. 21217B100 Page 5 of 7

 

 

ITEM 4 OWNERSHIP:
     
 

The information set forth in the cover pages of this Schedule 13G is incorporated herein by reference.

 

Percentage ownership is based on 18,445,422 shares of Class A Common Stock outstanding after the closing of the Issuer’s initial public offering on April 9, 2024, as provided to the Reporting Persons by the Issuer.

       
ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
   
  Not applicable.
   
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 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 the undersigned certify that, to the best of their 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 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. 21217B100 Page 6 of 7

 

 

SIGNATURE

 

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Dated: April 10, 2024

 

 

 

JOHNSON & JOHNSON

 

  By: /s/ Marc Larkins
  Name: Marc Larkins
  Title: Secretary
     

 

  JOHNSON & JOHNSON INNOVATION-JJDC, INC.
     
  By: /s/ Jill McManus
  Name: Jill McManus
  Title: Assistant Treasurer
     

 

 
 

 

CUSIP No. 21217B100 Page 7 of 7

 

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree that the statement on Schedule 13G to which this Agreement is annexed as Exhibit A, and any amendments thereto, is and will be filed on behalf of each of them in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

 

Dated: April 10, 2024

 

 

JOHNSON & JOHNSON

 

  By: /s/ Marc Larkins
  Name: Marc Larkins
  Title: Secretary
     

 

  JOHNSON & JOHNSON INNOVATION-JJDC, INC.
     
  By: /s/ Jill McManus
  Name: Jill McManus
  Title: Assistant Treasurer