SC 13G: Arcturus Therapeutics Holdings Inc.

AI Summary

SC 13G filing by Arcturus Therapeutics Holdings Inc..

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.001 — me of Issuer) Common stock, par value $0.001 per share (Title of Class of Securiti

Filing Documents

• arct1027246sc13g.htm (SC 13G) — 60KB
• 0001214659-24-018425.txt ( ) — 62KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Arcturus Therapeutics Holdings Inc.

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: 10628 Science Center Drive, Suite 250, San Diego, California 92121

(a). Name of Person Filing

Item 2(a). Name of Person Filing: Sumitomo Mitsui Trust Group, Inc. Nikko Asset Management Co., Ltd.

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence: SMTG: 1-4-1 Marunouchi, Chiyoda-ku, Tokyo 100-8233, Japan NAM: Midtown Tower, 9-7-1 Akasaka, Minato-ku, Tokyo 107-6242, Japan

(c). Citizenship

Item 2(c). Citizenship: SMTG: Japan NAM: Japan

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Common stock, par value $0.001 per share

(e). CUSIP Number

Item 2(e). CUSIP Number: 03969T109 Page 4 of 9

If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a

Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: SMTG: (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (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) x 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) x 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). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: Parent Holding Company NAM: (a) ¨ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); (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) x 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) x A parent holding company or control person i

Ownership

Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of issuer identified in Item 1. SMTG: (a) Amount beneficially owned: 2,315,294 (b) Percent of class: 8.56% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 2,315,294 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 2,315,294 NAM: (a) Amount beneficially owned: 2,315,294 (b) Percent of class: 8.56 % (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 2,315,294 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 2,315,294 Page 6 of 9

Ownership of Five Percent or Less of a Class

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.

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. See Exhibit A. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. See Exhibit A.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. Not applicable.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not applicable.

Certifications

Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. Page 7 of 9 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. Date: November 5, 2024 Sumitomo Mitsui Trust Group, Inc. (Company) /s/ Hideaki Takamiya (Signature) Hideaki Takamiya / Senior Manager of Risk Management Dept (Name/Title) Nikko Asset Management Co.,Ltd (Company) /s/ Atsushi Ohya (Signature) Atsushi Ohya / Head of Business Regulatory Compliance (Name/Title) Page 8 of 9 Exhibit A Pursuant to the instructions in Item 6 and Item 7 of Schedule 13G, the securities being reported on by each of SMTG and NAM, as parent holding companies, are owned, or may be deemed to be beneficially owned, by their subsidiary Nikko Asset Management Americas, Inc., which is classified as an investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). In addition, SMTH has changed the company name to SMTG as of October 1, 2024. Page 9 of 9

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