Dong-A ST Files 13D/A for NeuroBo Pharmaceuticals

TL;DR

Dong-A ST updated its NeuroBo stake filing. Watch for share changes.

AI Summary

Dong-A ST Co., Ltd. has filed an amendment (Amendment #6) to its Schedule 13D for NeuroBo Pharmaceuticals, Inc. on June 25, 2024. This filing relates to the common stock of NeuroBo Pharmaceuticals, Inc. The filing indicates a change in beneficial ownership, though specific details on the percentage or number of shares are not immediately available in this excerpt.

Why It Matters

This filing signals a potential shift in control or significant stakeholding in NeuroBo Pharmaceuticals by Dong-A ST Co., Ltd., which could impact the company's strategic direction and stock performance.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate significant strategic moves by major shareholders, potentially leading to volatility.

Key Players & Entities

• Dong-A ST Co., Ltd. (company) — Filing party
• NeuroBo Pharmaceuticals, Inc. (company) — Subject company
• Min Young Kim (person) — Contact person at Dong-A ST
• Matthew Berger (person) — Legal counsel
• Michael Brandt (person) — Legal counsel

FAQ

Key Financial Figures

• $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securitie

Filing Documents

• d75719676.htm (SC 13D/A) — 41KB
• 0000899140-24-000672.txt ( ) — 43KB

of the Schedule 13D is hereby amended and supplemented by the following

Item 3 of the Schedule 13D is hereby amended and supplemented by the following: The information set forth in Item 4 hereof is incorporated by reference into this Item 3. Item 4. Purpose of the Transaction

of this Schedule 13D is hereby amended and supplemented to include the following

Item 4 of this Schedule 13D is hereby amended and supplemented to include the following: Securities Purchase Agreement and Warrants On June 23, 2024, the Reporting Person entered into a Securities Purchase Agreement with the Issuer (the "Securities Purchase Agreement" ) pursuant to which the Reporting Person agreed to purchase from the Issuer 2,544,530 shares of Common Stock, 2,544,530 Series A Warrants to purchase Common Stock, and 3,816,795 Series B Warrants to purchase Common Stock (collectively, the "Warrants" ). The closing of the transactions contemplated by the Securities Purchase Agreement is subject to the satisfaction or waiver of the conditions described in the Securities Purchase Agreement. In addition, pursuant to the Securities Purchase Agreement, the Issuer agreed to call a meeting of stockholders not later than 90 days after the closing under the Securities Purchase Agreement to obtain the Stockholder Approval (defined below), with respect to the shares of Common Stock issuable upon the conversion of the Warrants issued under the Securities Purchase Agreement. In the event that the Issuer does not obtain the Stockholder Approval at the first stockholder meeting, the Issuer is obligated to hold a meeting every 90 days thereafter. The foregoing descriptions of the Securities Purchase Agreement and Warrants are qualified in their entirety by the terms and conditions of the Securities Purchase Agreement and Warrants, as applicable, filed as Exhibits 99.1, 99.2 and 99.3 hereto and which are incorporated by reference herein. Voting Agreement In connection with the execution of the Securities Purchase Agreement, on June 23, 2024 the Reporting Person entered into a voting agreement (the " Voting Agreement ") pursuant to which the Reporting Person agreed to vote all shares of Common Stock over which the Reporting Person or its affiliates have voting control at such time in favor of any resolutions presented by the Issuer to its stockholders to approve th

(a)-(b) of this Schedule 13D is hereby amended and restated as follows

Item 5(a)-(b) of this Schedule 13D is hereby amended and restated as follows: (a), (b) As of the date hereof, the Reporting Person may be deemed to beneficially own 5,348,229 shares of Common Stock, representing approximately 53.5% of the Issuer's Common Stock outstanding, calculated using a denominator equal to the sum of (i) 4,906,002 shares of Common Stock as previously reported by the Issuer as outstanding as of May 6, 2024 in its Quarterly Report on Form 10-Q filed by the Issuer on May 9, 2024, (ii) 763,359 shares of Common Stock to be issued by the Issuer in its registered direct offering, and (iii) 4,325,701 shares of Common Stock to be issued by the Issuer in its concurrent private placement, for a total of 9,995,062 shares of Common Stock outstanding. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

of this Schedule 13D is hereby amended and supplemented to include the following

Item 6 of this Schedule 13D is hereby amended and supplemented to include the following: The information set forth in Item 4 hereof and Exhibits 99.1 – 99.4 of this Amendment No. 6 are incorporated by reference into this Item 6. Item 7. Material to Be Filed as Exhibits.

of this Schedule 13D is hereby amended and supplemented to include the following documents filed as exhibits

Item 7 of this Schedule 13D is hereby amended and supplemented to include the following documents filed as exhibits to this Schedule 13D: 99.1 Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K, filed with the Commission on June 25, 2024) 99.2 Form of Series A Warrant to purchase shares of common stock (incorporated by reference to Exhibit 4.2 to the Issuer's Current Report on Form 8-K, filed with the Commission on June 25, 2024) 99.3 Form of Series B Warrant to purchase shares of common stock (incorporated by reference to Exhibit 4.3 to the Issuer's Current Report on Form 8-K, filed with the Commission on June 25, 2024) 99.4 Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.3 to the Issuer's Current Report on Form 8-K, filed with the Commission on June 25, 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. Date: June 25, 2024 DONG-A ST CO., LTD. By: /s/ Min Young Kim Name: Min Young Kim Title: Chief Executive Officer

View Full Filing

View this SC 13D/A filing on SEC EDGAR