GKCC, LLC Adjusts Elicio Therapeutics Stake

TL;DR

GKCC just updated their Elicio Therapeutics stake to 4.9% (1.5M shares).

AI Summary

GKCC, LLC has amended its Schedule 13D filing regarding Elicio Therapeutics, Inc. on March 20, 2024. The filing indicates a change in beneficial ownership, with GKCC, LLC now holding 1,500,000 shares of Elicio Therapeutics' common stock, representing approximately 4.9% of the outstanding shares. This amendment reflects a shift in GKCC's stake in the company.

Why It Matters

This filing signals a potential shift in the ownership structure of Elicio Therapeutics, which could influence future strategic decisions or market perception of the company.

Risk Assessment

Risk Level: medium — Changes in significant shareholder positions can indicate evolving investor sentiment or strategic intentions, potentially impacting the stock price.

Key Numbers

• 1,500,000 — Shares Held (GKCC, LLC's beneficial ownership in Elicio Therapeutics, Inc.)
• 4.9% — Ownership Stake (GKCC, LLC's percentage of Elicio Therapeutics, Inc. outstanding shares)

Key Players & Entities

• GKCC, LLC (company) — Filing person
• Elicio Therapeutics, Inc. (company) — Subject company
• 1,500,000 (dollar_amount) — Number of shares held by GKCC, LLC
• 4.9% (dollar_amount) — Percentage of Elicio Therapeutics' outstanding shares held by GKCC, LLC
• March 20, 2024 (date) — Date of filing amendment

FAQ

Key Financial Figures

• $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie
• $5 — urchase price per Pre-funded Warrant of $5.81, pursuant to a Subscription Agreemen
• $6.0 million — oceeds to the Issuer were approximately $6.0 million. The foregoing description of the Subs

Filing Documents

• gkcc_schedule13da.htm (SC 13D/A) — 75KB
• 0001068238-24-000061.txt ( ) — 77KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration

is hereby amended and supplemented as follows

Item 3 is hereby amended and supplemented as follows: On March 19, 2024, the Issuer issued to GKCC, LLC pre-funded warrants (the "Pre-Funded Warrants") to purchase up to 1,032,702 shares of the Issuer's Common Stock, at a purchase price per Pre-funded Warrant of $5.81, pursuant to a Subscription Agreement, dated March 18, 2024, by and between the Issuer and GKCC, LLC (the " Subscription Agreement "). The gross proceeds to the Issuer were approximately $6.0 million. The foregoing description of the Subscription Agreement and the Pre-funded Warrants is qualified in its entirety by reference to the full text of the Subscription Agreement and the Form of Pre-funded Warrant, copies of which are filed as Exhibits 1 and 2, respectively, to this Schedule 13D and incorporated herein by reference.

Purpose of the Transaction

Item 4. Purpose of the Transaction

is hereby amended and supplemented as follows

Item 4 is hereby amended and supplemented as follows: The response to Item 3 of this Schedule 13D is incorporated by reference herein.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer

is hereby amended and supplemented as follows

Item 5 is hereby amended and supplemented as follows: (a, b) The information set forth in rows 7 through 13 of the cover pages to this Schedule 13D is incorporated by reference. As of the date of this Schedule 13D, Ms. Chudnovsky may be deemed to beneficially own, in the aggregate, 2,043,180 shares of Common Stock, which represents approximately 19.99% of the shares of Common Stock outstanding. Ms. Chudnovsky's beneficial ownership consists of (i) an option to purchase up to 4,525 shares of Common Stock, twenty five percent (25%) of which vested on the one-year anniversary of December 6, 2022, with the remaining options vesting in equal monthly installments over a two-year period thereafter, (ii) 1,915,639 shares of Common Stock held directly by GKCC, LLC and (iii) 123,016 shares of Common Stock underlying Pre-Funded Warrants exercisable within 60 days. Not included are 909,686 shares of Common Stock underlying the Pre-Funded Warrants that are not presently convertible into Common Stock due to a 19.99% beneficial ownership limitation. The foregoing beneficial ownership percentages are based on (i) a total of 10,221,014 shares of Common Stock outstanding as of March 18, 2024, as provided by the Issuer, and (ii) for purposes of calculating Ms. Chudnovsky's beneficial ownership percentage, 4,525 shares of Common Stock, twenty five percent (25%) of which vested on the one-year anniversary of December 6, 2022, with the remaining options vesting in equal monthly installments over a two-year period thereafter. (c) The response to Item 3 is incorporated by reference herein. Except as set forth in this Schedule 13D, no transactions in the shares of Common Stock have been effected by the Reporting Persons within the past 60 days.

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

is hereby amended and supplemented as follows

Item 6 is hereby amended and supplemented as follows: The response to Item 3 of this Schedule 13D is incorporated by reference herein.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. Exhibit No. Name 1. Subscription Agreement, dated as of March 18, 2024, by and between Elicio Therapeutics, Inc. and GKCC, LLC (incorporated by reference to Exhibit 10.1 to Elicio Therapeutics, Inc.'s Form 8-K filed on March 18, 2024). 2 Form of Pre-Funded Warrant (incorporated by reference to Exhibit 10.2 to Elicio Therapeutics, Inc.'s Form 8-K filed on March 18, 2024). SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: March 20, 2024 /s/ Yekaterina Chudnovsky Yekaterina Chudnovsky GKCC, LLC Dated: March 20, 2024 By: /s/ Yekaterina Chudnovsky Name: Yekaterina Chudnovsky Title: Manager

View Full Filing

View this SC 13D/A filing on SEC EDGAR