UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Amendment No. 5)
Under
the Securities Exchange Act of 1934
APPLIED
Therapeutics, Inc.
(Name of Issuer)
COMMON STOCK,
$0.0001 PAR VALUE PER SHARE
(Title of Class of Securities)
03828A101
(CUSIP Number)
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:
*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 the disclosures provided in a prior cover page.
The information required in 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. 03828A101 |
Page 2 of 8 Pages |
1. |
Name of Reporting Persons
Alexandria Real Estate Equities, Inc. |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x |
3. |
SEC USE ONLY
|
4. |
Citizenship or Place of Organization
Maryland |
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With: |
5. |
Sole Voting Power
0 |
6. |
Shared Voting Power
12,394,054 (1) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
12,859,054 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person
12,859,054 (2) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in
Row (9)
15.4% (3) |
12. |
Type of Reporting Person (See Instructions)
CO |
|
|
|
|
| (1) | Consists of: (i) 5,690,077 shares of the Issuer’s common stock held by Alexandria Venture Investments,
LLC (“AVI”); (ii) 1,500,000 shares of the Issuer’s common stock issuable upon exercise of pre-funded warrants (“Pre-Funded
Warrants”) held directly by AVI that are currently exercisable; (iii) 2,950,000 shares of the Issuer’s common stock issuable
upon exercise of common stock warrants (the “Common Stock Warrants” and, collectively with the Pre-Funded Warrants, the “Warrants”)
held directly by AVI that are currently exercisable; (iv) 203,977 shares of the Issuer’s common stock held directly by Alexandria
Equities No. 7, LLC (“AE7”); and (v) 2,050,000 shares of the Issuer’s common stock issuable upon exercise
of Common Stock Warrants held directly by AE7 that are currently exercisable. Each of AVI and AE7 are indirect, wholly-owned subsidiaries
of Alexandria Real Estate Equities, Inc. (“ARE”) and, accordingly, ARE may be deemed to share voting and dispositive
power with AVI and AE7 with respect to the shares reported herein. |
| (2) | Consists of: (i) 6,155,077 shares of the Issuer’s common stock held by AVI; (ii) 1,500,000
shares of the Issuer’s common stock issuable upon exercise of Pre-Funded Warrants held directly by AVI that are currently exercisable;
(iii) 2,950,000 shares of the Issuer’s common stock issuable upon exercise of Common Stock Warrants held directly by AVI that
are currently exercisable; (iv) 203,977 shares of the Issuer’s common stock held directly by AE7; and (v) 2,050,000 shares
of the Issuer’s common stock issuable upon exercise of Common Stock Warrants held directly by AE7 that are currently exercisable.
Each of AVI and AE7 are indirect, wholly-owned subsidiaries of ARE and, accordingly, ARE may be deemed to share voting and dispositive
power with AVI and AE7 with respect to the shares reported herein. |
| (3) | This percentage is calculated based upon 77,229,207 outstanding
shares of the Issuer’s common stock as of November 8, 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, as adjusted in accordance with Rule 13d-3 promulgated
under the Securities Exchange Act, as amended. |
CUSIP No. 03828A101 |
Page 3 of 8 Pages |
1. |
Name of Reporting Persons
Alexandria Venture Investments, LLC |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x |
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
10,140,077 (1) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
10,605,077 (2) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person
10,605,077 (2) |
10. |
Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in
Row (9)
13.0% (3) |
12. |
Type of Reporting Person (See Instructions)
OO |
|
|
|
|
| (1) | Consists of: (i) 5,690,077 shares of the Issuer’s common stock held by AVI; (ii) 1,500,000
shares of the Issuer’s common stock issuable upon exercise of Pre-Funded Warrants held directly by AVI that are currently exercisable;
and (iii) 2,950,000 shares of the Issuer’s common stock issuable upon exercise of Common Stock Warrants held directly by AVI
that are currently exercisable. |
| (2) | Consists of: (i) 6,155,077 shares of the Issuer’s common stock held by AVI; (ii) 1,500,000
shares of the Issuer’s common stock issuable upon exercise of Pre-Funded Warrants held directly by AVI that are currently exercisable;
and (iii) 2,950,000 shares of the Issuer’s common stock issuable upon exercise of Common Stock Warrants held directly by AVI
that are currently exercisable. |
| (3) | This percentage is calculated based upon 77,229,207 outstanding
shares of the Issuer’s common stock as of November 8, 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, as adjusted in accordance with Rule 13d-3 promulgated
under the Securities Exchange Act, as amended. |
CUSIP No. 03828A101 |
Page 4 of 8 Pages |
1. |
Name of Reporting Persons
Alexandria Equities No. 7, LLC |
2. |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
¨
(b) x |
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
2,253,977 (1) |
7. |
Sole Dispositive Power
0 |
8. |
Shared Dispositive Power
2,253,977 (1) |
9. |
Aggregate Amount Beneficially Owned by Each Reporting
Person
2,253,977 (1) |
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
|
11. |
Percent of Class Represented by Amount in
Row (9)
2.8% (2) |
12. |
Type of Reporting Person (See Instructions)
OO |
|
|
|
|
| (1) | Consists of: (i) 203,977 shares of the Issuer’s common stock held directly by AE7 and (ii) 2,050,000
shares of the Issuer’s common stock issuable upon exercise of Common Stock Warrants held directly by AE7 that are currently exercisable. |
(2) This
percentage is calculated based upon 77,229,207 outstanding shares of the Issuer’s common stock as of November 8, 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,
as adjusted in accordance with Rule 13d-3 promulgated under the Securities Exchange Act, as amended.
CUSIP No. 03828A101 |
Page 5 of 8 Pages |
Applied Therapeutics, Inc.
| Item 1(b) | Address of Issuer's Principal Executive Offices |
545 5th
Avenue, Suite 1400
New York, New York
10017
| Item 2(a) | Name of Person Filing |
This Statement on Schedule 13G has been filed on behalf of
the following persons (each, a “Reporting Person” and collectively, the “Reporting Persons”):
(1) Alexandria Real Estate Equities, Inc.
(2) Alexandria Venture
Investments, LLC
(3) Alexandria Equities No. 7, LLC
| Item 2(b) | Address of Principal Business Office or, if none, Residence |
The address of each of the Reporting Persons is:
26 North Euclid Avenue
Pasadena, California 91101
(1) Alexandria Real
Estate Equities, Inc. is incorporated in the State of Maryland
(2) Alexandria Venture
Investments, LLC is organized in the State of Delaware
(3) Alexandria Equities No. 7, LLC is organized
in the State of Delaware
|
Item 2(d) |
Title of Class of Securities |
Common
stock, $0.0001 par value per share
03828A101
Item 3
Not applicable.
Provide the following information regarding
the aggregate number and percentage of the class of securities of the issuer identified in Item 1
(a) Amount beneficially owned:
See Row 9 of pages 2, 3, and 4
(b) Percent of class: See Row 11
of pages 2, 3, and 4
(c) Number of shares as to which
the person has:
(i) Sole power to vote
or to direct the vote: See Row 5 of pages 2, 3, and 4
(ii) Shared power to
vote or to direct the vote: See Row 6 of pages 2, 3, and 4
(iii) Sole power to
dispose or to direct the disposition of: See Row 7 of pages 2, 3, and 4
(iv) Shared power to
dispose or to direct the disposition of: See Row 8 of pages 2, 3, and 4
CUSIP No. 03828A101 |
Page 6 of 8 Pages |
|
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 |
Each of Alexandria Venture Investments, LLC and Alexandria
Equities No. 7, LLC is the wholly owned subsidiary of Alexandria Real Estate Equities, Inc., which has the exclusive power to
vote and dispose of shares directly owned by these subsidiaries.
|
Item 8 |
Identification and Classification of Members of the Group |
The Reporting Persons are filing this
Schedule 13G jointly, but not as members of a group, and each expressly disclaims membership in a group.
|
Item 9 |
Notice of Dissolution of Group |
Not applicable.
By signing below I certify that, to
the best of my 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, other than activities solely in connection with a nomination under
§ 240.14a-11.
CUSIP No. 03828A101 |
Page 7 of 8 Pages |
SIGNATURE
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.
Dated: February 14, 2024
|
ALEXANDRIA REAL ESTATE EQUITIES, INC. |
|
|
|
By: |
/s/ Marc E. Binda |
|
Name: Marc E. Binda |
|
Title: Chief Financial Officer and Treasurer |
|
|
|
ALEXANDRIA EQUITIES NO. 7, LLC |
|
|
|
By: ARE-Special Services, LLC, a Delaware limited liability company, managing member |
|
|
|
|
By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited partnership, managing member |
|
|
|
|
|
By: ARE-QRS CORP., a Maryland corporation, general partner |
|
|
|
|
|
|
By: Alexandria Real Estate Equities, Inc., a Maryland corporation, sole shareholder |
|
|
|
|
|
|
By: |
/s/ Marc E. Binda |
|
|
|
|
Name: Marc E. Binda |
|
|
|
|
Title: Chief Financial Officer and Treasurer |
|
|
|
ALEXANDRIA VENTURE INVESTMENTS, LLC |
|
|
|
By: Alexandria Real Estate Equities, Inc., a Maryland corporation, managing member |
|
|
|
By: |
/s/ Marc E. Binda |
|
Name: Marc E. Binda |
|
Title: Chief Financial Officer and Treasurer |
EXHIBITS
A: Joint Filing Agreement
CUSIP No. 03828A101 |
Page 8 of 8 Pages |
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under
the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on
Schedule 13G (including amendments thereto) with respect to the Common Stock of Applied Therapeutics Inc. and further agree that this
agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf
any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.
In evidence whereof, the undersigned
have caused this Agreement to be executed on their behalf this 14th day of February, 2024.
|
ALEXANDRIA REAL ESTATE EQUITIES, INC. |
|
|
|
By: |
/s/ Marc E. Binda |
|
Name: Marc E. Binda |
|
Title: Chief Financial Officer and Treasurer |
|
|
|
ALEXANDRIA EQUITIES NO. 7, LLC |
|
|
|
By: ARE-Special Services, LLC, a Delaware limited liability company, managing member |
|
|
|
|
By: ALEXANDRIA REAL ESTATE EQUITIES, L.P., a Delaware limited partnership, managing member |
|
|
|
|
|
By: ARE-QRS CORP., a Maryland corporation, general partner |
|
|
|
|
|
|
By: Alexandria Real Estate Equities, Inc., a Maryland corporation, sole shareholder |
|
|
|
|
|
|
By: |
/s/ Marc E. Binda |
|
|
|
|
Name: Marc E. Binda |
|
|
|
|
Title: Chief Financial Officer and Treasurer |
|
|
|
ALEXANDRIA VENTURE INVESTMENTS, LLC |
|
|
|
By: Alexandria Real Estate Equities, Inc., a Maryland corporation, managing member |
|
|
|
By: |
/s/ Marc E. Binda |
|
Name: Marc E. Binda |
|
Title: Chief Financial Officer and Treasurer |
Alexandria Real Estate E... (NYSE:ARE)
Gráfica de Acción Histórica
De May 2024 a Jun 2024
Alexandria Real Estate E... (NYSE:ARE)
Gráfica de Acción Histórica
De Jun 2023 a Jun 2024