BML Investment Partners Amends Forte Bio Stake (Amendment 5)
Ticker: FBRX · Form: SC 13D/A · Filed: Jan 11, 2024 · CIK: 1419041
Complexity: simple
Sentiment: neutral
Topics: insider-activity, ownership-change, amendment, biotechnology
TL;DR
**BML Investment Partners just updated their Forte Bio holdings, watch for potential stock movement.**
AI Summary
BML Investment Partners, L.P. filed an amended Schedule 13D/A on January 10, 2024, indicating a change in their beneficial ownership of Forte Biosciences, Inc. common stock. This is the fifth amendment to their Schedule 13D, signaling ongoing adjustments to their stake. This matters to investors because BML Investment Partners is a significant shareholder, and their actions, such as buying or selling shares, can influence the stock price and signal their confidence (or lack thereof) in Forte Biosciences' future.
Why It Matters
Changes in significant shareholder positions, like BML Investment Partners' stake in Forte Biosciences, can signal shifts in institutional confidence and potentially impact stock valuation.
Risk Assessment
Risk Level: medium — Changes in major shareholder positions can introduce volatility and uncertainty for existing and potential investors.
Analyst Insight
Investors should monitor subsequent filings from BML Investment Partners, L.P. to understand the nature of their ownership changes (e.g., buying or selling) and assess potential implications for Forte Biosciences' stock price.
Key Players & Entities
- BML Investment Partners, L.P. (company) — the entity filing the SC 13D/A
- Forte Biosciences, Inc. (company) — the issuer of the securities
- Braden Leonard (person) — authorized to receive notices for BML Capital Management, LLC
- January 10, 2024 (date) — date of event requiring the filing
- $0.001 (dollar_amount) — par value per share of Forte Biosciences common stock
FAQ
What is the purpose of this specific filing (SC 13D/A)?
This is an amendment (Amendment No. 5) to a Schedule 13D, indicating a change in the beneficial ownership information previously reported by BML Investment Partners, L.P. regarding Forte Biosciences, Inc.
Who is the filer of this SC 13D/A?
The filer is BML Investment Partners, L.P., with a business address at 156 S. First Street, Zionsville, IN 46077.
What is the name of the issuer whose securities are the subject of this filing?
The issuer is Forte Biosciences, Inc., located at 3060 Pegasus Park Drive, Building 6, Dallas, TX 75247.
What is the CUSIP number for the class of securities involved in this filing?
The CUSIP number for Forte Biosciences, Inc. Common Stock is 34962G109.
When was the event that triggered the requirement for this filing?
The date of the event which requires the filing of this statement was January 10, 2024.
Filing Stats: 1,566 words · 6 min read · ~5 pages · Grade level 9.4 · Accepted 2024-01-10 17:39:16
Key Financial Figures
- $0.001 — Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class o
Filing Documents
- formsc13d.htm (SC 13D/A) — 68KB
- ex99_3.htm (EX-99.3) — 2KB
- ex99_3.pdf (EX-99.3) — 282KB
- 0001616824-24-000006.txt ( ) — 460KB
Security and Issuer
Item 1. Security and Issuer. This Statement on Schedule 13D relates to the common stock, par value $0.001 per share (the "Common Stock"), of Forte Biosciences, Inc, Inc., a Delaware corporation (the "Issuer").
Identity and Background
Item 2. Identity and Background. a. Name BML Capital Management, LLC - The business address of BML Capital Management, LLC, is 65 E Cedar – Suite 2, Zionsville, IN 46077. The principal business of BML Capital Management, LLC, is to serve as the general partner to BML Investment Partners, L.P. Braden M. Leonard – Mr. Leonard's business address is 65 E Cedar – Suite 2, Zionsville, IN 46077. Mr. Leonard's principal business is to serve as managing member of BML Capital Management, LLC. b. Residence or Business Address See above, Item 2(a) c. Occupation See above, Item 2(a) d. Convictions During the past five years, none of BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where as a result of such proceeding BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard was or is subject to 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. e. Civil Judgments During the past five years, none of BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or a party to a civil proceeding of a judicial or administrative body of competent jurisdiction where as a result of such proceeding BML Investment Partners, L.P., BML Capital Management, LLC or Braden M. Leonard was or is subject to 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. f. Citizenship Braden M. Leonard is a citizen of the U
Source or Amount of Funds or Other Consideration
Item 3. Source or Amount of Funds or Other Consideration. BML Investment Partners, L.P. holds 1,761,702 shares of Common Stock which were acquired using working capital
Purpose of Transaction
Item 4. Purpose of Transaction.
is hereby amended to add the following for the purpose of mooting certain claims by the Issuer
Item 4 is hereby amended to add the following for the purpose of mooting certain claims by the Issuer: On October 28, 2023, the Issuer filed a legal action against the Reporting Persons, Braden M. Leonard, BML Investment Partners L.P., BML Capital Management, LLC and numerous other defendants in the U.S. District Court for the Northern District of Texas (the "Complaint"). The Complaint alleges, without evidence, that the Reporting Persons and other defendants were allegedly part of an undisclosed group. The Complaint asserts purported violations of Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder, violations of Section 13(d) of the Exchange Act, and tortious interference. The foregoing description is qualified in its entirety by reference to the Complaint, which is attached as Exhibit 99.3 hereto and incorporated by reference herein. On November 20, 2023, the parties agreed to a stipulation pursuant to which the defendants will respond to the Complaint on or before January 16, 2024. The Reporting Persons believe the Complaint is frivolous and the allegations set forth in the Complaint are baseless and without merit. Nothing in this filing shall be deemed an admission of the existence or materiality of any purported misstatement or omission, as alleged in the Complaint. The Reporting Persons deny all allegations in the Complaint, including, without limitation, their membership in the purported group and that any additional or corrective disclosures were or are required. The Reporting Persons intend to defend themselves vigorously and will pursue all available rights and remedies. All of the shares of Common Stock reported herein as being beneficially owned by the Reporting Person were acquired for investment purposes. Except as set forth herein, the Reporting Person does not have any plans or proposals that relate to or would result in any of the transactions described in Item 4 of Schedule 13D. The Reporting Person reserves the right t
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer. a. b. For each person named, indicate the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition. The Fund has sole voting and dispositive power over the shares reported herein c. Describe any transactions that were effected during the past sixty days or since the most recent filing of Schedule 13D. Transaction Date Shares Purchased (Sold) Price per Share or Unit None d. If any other person is known to have the right to receive or direct dividends or proceeds from the sale of securities, a statement to that effect should be included:None e. The date the reporting person ceased to be the beneficial owner of more than five percent of the class of securities: (If applicable)8/14/23
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. Relationships with Respect to Securities of the Issuer Describe any contracts, arrangements, understandings or relationships among the persons named in Item 2 and between such persons and any person with respect to any securities of the issuer: N/A
Material to Be Filed as Exhibits
Item 7. Material to Be Filed as Exhibits. Exhibit 99.3 Complaint filed in United States District Court for the Northern District of Texas, Dallas Division 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:January 10, 2024 COMPANY NAME BML Capital Management, LLC By: /s/ Braden M Leonard Name: Braden M Leonard Title:Managing Member