SC 13G: Chromocell Therapeutics Corp

AI Summary

SC 13G filing by Chromocell Therapeutics Corp.

Risk Assessment

Risk Level: low

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• g084088_13g.htm (SC 13G) — 74KB
• 0001753926-24-000441.txt ( ) — 75KB

From the Filing

SC 13G 1 g084088_13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CHROMOCELL THERAPEUTICS CORPORATION (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 171126105 (CUSIP Number) February 21, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 171126105 13G Page 2 of 9 Pages 1. NAMES OF REPORTING PERSONS 3i, LP 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 318,823 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 318,823 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 318,823 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.5% (1) 12. TYPE OF REPORTING PERSON (see instructions) PN (1) The percentage set forth in row (11) is based on 5,767,525 shares of the issuer’s common stock, par value $0.0001 per share (“Common Stock”), outstanding as of February 21, 2024 following the issuer’s initial public offering of Common Stock, as disclosed in the prospectus, dated February 15, 2024, filed by the issuer pursuant to Rule 424 of the Securities Act of 1933, as amended, with the U.S. Securities and Exchange Commission on February 20, 2024. CUSIP No. 171126105 13G Page 3 of 9 Pages 1. NAMES OF REPORTING PERSONS 3i Management LLC 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware, United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 318,823 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 318,823 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 318,823 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.5% (1) 12. TYPE OF REPORTING PERSON (see instructions) OO (1) The percentage set forth in row (11) is based on 5,767,525 shares of the issuer’s common stock, par value $0.0001 per share (“Common Stock”), outstanding as of February 21, 2024 following the issuer’s initial public offering of Common Stock, as disclosed in the prospectus, dated February 15, 2024, filed by the issuer pursuant to Rule 424 of the Securities Act of 1933, as amended, with the U.S. Securities and Exchange Commission on February 20, 2024. CUSIP No. 171126105 13G Page 4 of 9 Pages 1. NAMES OF REPORTING PERSONS Maier Joshua Tarlow 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 318,823 7. SOLE DISPOSITIVE POWER 0 8. SHARED DISPOSITIVE POWER 318,823 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 318,823 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.5% (1) 12. TYPE OF REPORTING PERSON (see instructions) IN (1) The percentage set forth in row (11) is based on 5,767,525 shares of the issuer’s common stock, par value $0.0001 per share (“Common Stock”), outstanding as of February 21, 2024 following the issuer’s initial public offering of Common Stock, as disclosed in the prospectus, dated February 15, 2024, filed by the issuer pursuant to Rule 424 of the Securities Act of 1933, as amended, with the U.S. Securities and Exchange Commission on February 20, 2024. CUSIP No. 171126105 13G Page 5 of 9 Pages

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