SC 13G/A: ELUTIA INC.

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SC 13G/A filing by ELUTIA INC..

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Risk Level: low

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Filing Documents

• tm246474d1_sc13ga.htm (SC 13G/A) — 74KB
• 0001104659-24-025363.txt ( ) — 76KB

(a)

Item 1(a). Name of Issuer: ELUTIA INC. (the “Issuer”).

(b)

Item 1(b). Address of the Issuer's Principal Executive Offices: 12510 Prosperity Drive, Suite 370 Silver Spring, MD 20904

(a)

Item 2(a). Name of Person Filing The names of the person filing this statement on Schedule 13G (collectively, the “Reporting Persons”) are: · Birchview Capital, LP · Birchview Fund LLC · Matthew Strobeck

(b)

Item 2(b). Address of Principal Business Office or, if None, Residence: 688 Pine Street, 2nd Floor, Burlington, VT 05401

(c)

Item 2(c). Citizenship: Birchview Capital, LP is a Delaware limited Partnership. Birchview Fund LLC is a Delaware limited liability company. Matthew Strobeck is a citizen of the United States.

(d)

Item 2(d). Title of Class of Securities: Common Stock (the “Shares”)

(e)

Item 2(e). CUSIP Number: 05479K106 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: (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) ¨ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); (h) ¨ A savings associations 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);Page 5 of 6 pages (j) ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(J) CUSIP NO. 05479K106 Page 6 of 9 Pages Item 4.

(a)

Item 4(a). Amount Beneficially Owned: Aggregate of all Reporting Persons: 1,655,184 Birchview Capital, LP – 1,655,184 Birchview Fund LLC – 1,303,105 Matthew Strobeck – 1,655,184*

(b)

Item 4(b). Percent of Class: Aggregate of all Reporting Persons: 8.76% Birchview Capital, LP – 8.76% Birchview Fund LLC – 6.9% Matthew Strobeck – 8.76%*

(c)

Item 4(c). Number of shares as to which such person has: (i) Sole power to vote or direct the vote: Birchview Capital, LP – 0 Birchview Fund LLC – 0 Matthew Strobeck – 0 (ii) Shared power to vote or to direct the vote: Birchview Capital, LP – 1,655,184 Birchview Fund LLC – 1,303,105 Matthew Strobeck – 1,655,184 (iii) Sole power to dispose or to direct the disposition of Birchview Capital, LP – 0 Birchview Fund LLC – 0 Matthew Strobeck – 0 (iv) Shared power to dispose or to direct the disposition of Birchview Capital, LP – 1,655,184 Birchview Fund LLC – 1,303,105 Matthew Strobeck – 1,655,184 *Mr. Strobeck is the Managing Member of Birchview Capital GP, LLC, the General Partner of Birchview Capital, LP. As a result, Mr. Strobeck possesses the power to vote and dispose or direct the disposition of all the shares beneficially owned by Birchview Capital, LP as investment manager to the Fund. Mr. Strobeck disclaims beneficial ownership of any of the shares held by the Fund. CUSIP NO. 05479K106 Page 7 of 9 Pages Item 5. This statement is being filed to report the fact that as of the date hereof each of the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities. Item 6. Person: This Item 6 is not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: This Item 7 is not applicable. Item 8. Identification and Classification of Members of the Group: See Exhibit A. Item 9. Notice of Dissolution of Group: This Item 9 is not applicable. Item 10. Certification: By signing below the Reporting Persons certifies that, to the best of such person's knowledge and belief, the securities referred to above were

SIGNATURES

SIGNATURES 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. Date: February 14, 2024 Birchview Capital, LP By: /s/ Matthew Strobeck Matthew Strobeck, Managing Member of Birchview Capital GP, LLC, General Partner of Birchview Capital, LP Birchview Fund LLC By: /s/ Matthew Strobeck Matthew Strobeck, Managing Member of Birchview Partners LLC, Manager of Birchview Fund LLC /s/ Matthew Strobeck Matthew Strobeck CUSIP NO. 05479K106 Page 9 of 9 Pages EXHIBIT A Joint Filing Agreement The Undersigned agree that the statements on Schedule 13G with respect to the common stock of Elutia Inc. dated as of February 14, 2024, is, and any amendment thereto signed by each of the undersigned shall be, filed on behalf of each of them pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Date: February 14, 2024 Signature: /s/ Matthew Strobeck Name: Matthew Strobeck Birchview Fund LLC By: /s/ Matthew Strobeck Name: Matthew Strobeck Title: Managing Member of Birchview Partners LLC, Manager of Birchview Fund LLC Birchview Capital, LP By: /s/ Matthew Strobeck Name: Matthew Strobeck Title: Managing Member of Birchview Capital GP, LLC, General Partner of Birchview Capital, LP

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