Ian McDonald Amends BRIGHT MINDS BIOSCIENCES Stake Filing
Ticker: DRUG · Form: SC 13D/A · Filed: Feb 26, 2024 · CIK: 1827401
Sentiment: neutral
Topics: insider-ownership, amendment, shareholder-activity
TL;DR
**Ian McDonald updated his BRIGHT MINDS BIOSCIENCES (BMBI) ownership filing.**
AI Summary
Ian McDonald, a significant shareholder, filed an amendment to his Schedule 13D for BRIGHT MINDS BIOSCIENCES INC. (NASDAQ: BMBI) on February 26, 2024. This amendment, identified as Amendment No. 1, updates his previous filing regarding his beneficial ownership of the company's common stock, without par value. The initial event requiring the filing of this statement occurred on December 1, 2022.
Why It Matters
This filing indicates a change in the reported beneficial ownership of a key individual, which can influence investor perception and potentially the company's strategic direction.
Risk Assessment
Risk Level: low — This is an amendment to a previous filing, indicating a change in reporting rather than a new, significant event.
Key Players & Entities
- Ian McDonald (person) — Filing Person, Beneficial Owner
- BRIGHT MINDS BIOSCIENCES INC. (company) — Subject Company, Issuer
- December 1, 2022 (date) — Date of Event Requiring Filing
- February 26, 2024 (date) — Filing Date
- 005-94288 (other) — SEC File Number
FAQ
Who filed this SC 13D/A amendment?
The SC 13D/A amendment was filed by Ian McDonald.
What is the subject company of this filing?
The subject company is BRIGHT MINDS BIOSCIENCES INC.
What is the CUSIP number for the class of securities involved?
The CUSIP number for the common stock, without par value, is 10919W405.
When was the original event that required the filing of this statement?
The original event requiring the filing of this statement occurred on December 1, 2022.
What is the business address of BRIGHT MINDS BIOSCIENCES INC. as listed in the filing?
The business address of BRIGHT MINDS BIOSCIENCES INC. is 19 Vestry Street, New York, NY 10013.
Filing Stats: 1,602 words · 6 min read · ~5 pages · Grade level 14.4 · Accepted 2024-02-26 20:10:03
Filing Documents
- sc13da1-im.htm (SC 13D/A) — 33KB
- 0001183740-24-000019.txt ( ) — 34KB
Security and Issuer
Item 1. Security and Issuer This statement constitutes Amendment No. 1 to the Schedule 13D relates to the voting common stock, without par value, of Bright Minds Biosciences Inc., a British Columbia, Canada corporation (the " Issuer "), and hereby amends the Schedule 13D filed with the Securities and Exchange Commission on January 18, 2024 (the " Initial Schedule 13D "). The Issuer maintains its principal executive office at 19 Vestry Street, New York, NY 10013.
Identity and Background
Item 2. Identity and Background Name: This statement is filed by Ian McDonald (the " Reporting Person "). Residence or Business Address: Mr. McDonald's address is Park Towers B804DIFC, Dubai, UAE. Page 3 Present Principal Business or Occupation: Mr. McDonald's principal occupation is acting as the President, Chief Executive Officer and Director of the Issuer. Place of Organization or Citizenship: Mr. McDonald is a Canadian citizen. Criminal Proceedings: During the last five years, the Reporting Person has not been convicted in any criminal proceeding. Civil Proceedings: During the last five years, the Reporting Person has not been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction where, as a result of such proceeding, there was or is a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Source and Amount of Funds or Other Considerations
Item 3. Source and Amount of Funds or Other Considerations On December 1, 2022, the Reporting Person was granted 120,000 RSUs, after taking into account the Reverse Stock Split, of which 25% vested on December 1, 2022, 25% vested on December 1, 2023, 25% will vest on December 1, 2024, and 25% will vest on December 1, 2025. Each RSU settles into one Common Share.
Purpose of Transaction
Item 4. Purpose of Transaction See Item 3 above. The Reporting Person reserves the right to formulate other plans or make other proposals and take other actions with respect to its interest in the Issuer. Depending on market conditions and other factors, the Reporting Person may acquire or dispose of securities of the Issuer as the Reporting Person may deem appropriate, whether in open market purchases or sales, privately negotiated transactions or otherwise. The Reporting Person continues to evaluate numerous potential transactions and in connection therewith may exchange Common Shares for other assets or may sell Common Shares to increase its cash position. The Reporting Person may also reconsider and change its plans or proposals relating to the foregoing. Except as otherwise disclosed herein, the Reporting Person has no current plans or proposals that relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer; Page 4 (b) any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a material amount of the assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure including, but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the United States Investment Company Act of 1940 ; (g) changes in the Issuer's charter, bylaws or instruments corresponding thereto or oth
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer The filing of this statement by the Reporting Person shall not be construed as an admission that the Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Act, the beneficial owner of any securities covered by the statements herein. (a) For the purposes of this statement, the Reporting Person is reporting herein that, as of December 1, 2022, the Reporting Person was the beneficial owner of 212,980 Common Shares, representing approximately 8.88% of the Issuer's issued and outstanding common stock. (b) For the purposes of this statement, the Reporting Person is reporting herein that, as of December 1, 2022, the Reporting Person had the sole power to vote or to direct the voting of, or to dispose or to direct the disposition of 212,980 Common Shares, representing approximately 8.88% of the Issuer's common stock. (c) As of December 1, 2022, and within the sixty day period prior thereto, no transactions involving the Issuer's equity securities had been engaged in by the Reporting Person other than as disclosed herein. Page 5 (d) As of December 1, 2022, to the best knowledge and belief of the undersigned, except as otherwise reported herein, no person other than the Reporting Person had the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein. (e) Not applicable.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Except as disclosed herein, the Reporting Person does not have any contract, arrangement, understanding or relationship with respect to securities of the Issuer including, but not limited to, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. The Reporting Person has not pledged securities of the Issuer nor are the securities of the Issuer held by the Reporting Person subject to a contingency, the occurrence of which would give another person voting power or investment power over such securities.
Material to Be Filed as Exhibits
Item 7. Material to Be Filed as Exhibits Not applicable. 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 26, 2024. "Ian McDonald" Name: Ian McDonald __________