Duggan Amends Summit Therapeutics 13D Filing

TL;DR

Duggan filed an update on his Summit Therapeutics stake. Watch for more details.

AI Summary

Robert W. Duggan filed an amendment (No. 9) to Schedule 13D for Summit Therapeutics Inc. on September 13, 2024. The filing indicates a change in beneficial ownership of the company's common stock. Specific details regarding the nature of the change or the exact number of shares involved are not immediately clear from this header information.

Why It Matters

Changes in beneficial ownership filings like this can signal significant shifts in control or investment strategy by major shareholders, potentially impacting the stock price.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D often precede significant corporate actions or changes in a major shareholder's position, which can introduce volatility.

Key Numbers

• 9 — Amendment Number (Indicates this is the ninth update to the filing.)
• 20240913 — Filing Date (The date the amendment was filed with the SEC.)

Key Players & Entities

• Summit Therapeutics Inc. (company) — Subject Company
• Robert W. Duggan (person) — Filing Person
• Adam W. Finerman, Esq. (person) — Authorized to Receive Notices
• Baker Hostetler LLP (company) — Legal Counsel

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
• $75,499,995.70 — as follows: The Reporting Person paid $75,499,995.70 in consideration to the Issuer pursuant
• $784,218,784 — directly by Mr. Duggan is approximately $784,218,784, including brokerage commissions. The R
• $22.70 — er in a private placement at a price of $22.70 per share of Common Stock, for an aggre
• $75.5 million — gregate purchase price of approximately $75.5 million. The private placement transaction clos

Filing Documents

• d868966dsc13da.htm (SC 13D/A) — 34KB
• 0001193125-24-218980.txt ( ) — 36KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration .

is hereby amended and restated to read as follows

Item 3 is hereby amended and restated to read as follows: The Reporting Person paid $75,499,995.70 in consideration to the Issuer pursuant to the Purchase Agreement (as defined below) in exchange for 3,325,991 shares of Common Stock issued by the Issuer to the Reporting Person in a private placement transaction. The aggregate purchase cost of the 551,695,096 shares owned directly by Mr. Duggan is approximately $784,218,784, including brokerage commissions. The Reporting Person also holds 3,985,055 warrants to purchase shares of Common Stock, which are exercisable until December 24, 2029, and 55,909 shares of Common Stock issuable pursuant to options that are exercisable within 60 days of the date hereof. The Reporting Person paid such consideration using personal funds.

Purpose of Transaction

Item 4. Purpose of Transaction .

is hereby amended to add the following

Item 4 is hereby amended to add the following: On September 11, 2024, the Issuer entered into a Securities Purchase Agreement (the Purchase Agreement) with the Reporting Person and certain other accredited investors, pursuant to which the Reporting Person agreed to purchase 3,325,991 shares of Common Stock from the Issuer in a private placement at a price of $22.70 per share of Common Stock, for an aggregate purchase price of approximately $75.5 million. The private placement transaction closed on September 13, 2024 (the Private Placement). In connection with the Purchase Agreement, on September 11, 2024, the Issuer and the Reporting Person also entered into a registration rights agreement (the Registration Rights Agreement), pursuant to which the Issuer agreed to file a registration statement with the SEC by no later than November 11, 2024 to register the shares of Common Stock issued in the Private Placement for resale and use its best efforts to cause such registration statement to be declared effective by the SEC or otherwise become effective under the Securities Act as soon as practicable after the filing thereof. The foregoing descriptions of the Purchase Agreement and Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Purchase Agreement and Registration Rights Agreement, forms of which are included as Exhibits 99.1 and 99.2 hereto, respectively, and are incorporated herein by reference.

Interests in Securities of the Issuer

Item 5. Interests in Securities of the Issuer . Items 5(a)-(c) are hereby amended and restated to read as follows: The aggregate percentage of Common Stock reported owned by the Reporting Person is based upon 734,890,169 shares of Common Stock outstanding, consisting of (i) 724,537,751 shares of Common Stock outstanding as of July 30, 2024, as stated on the Issuers Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, filed with the Securities and Exchange Commission (the SEC) on August 6, 2024 and (ii) 10,352,418 shares of Common Stock issued by the Issuer in the Private Placement. A. Mr. Duggan (a) As of September 13, 2024, through the holding of (i) 551,695,096 shares of Common Stock, (ii) 3,985,055 shares of Common Stock issuable pursuant to warrants and (iii) 55,909 shares of Common Stock issuable pursuant to options that are exercisable within 60 days of the date hereof, the Reporting Person beneficially owns 555,736,060 shares of Common Stock (the Shares). Shares held by the Reporting Person include shares held in his retirement accounts. Percentage: Approximately 75.2%. (b) 1. Sole power to vote or direct vote: 555,736,060 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 555,736,060 4. Shared power to dispose or direct the disposition: 0 (c) Other than the 3,325,991 shares of Common Stock acquired pursuant to the Purchase Agreement, the Reporting Person has not entered into any transactions in the Shares during the past sixty days.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer .

is hereby amended to add the following

Item 6 is hereby amended to add the following: The description of the Purchase Agreement and the Registration Rights Agreement as set forth in Item 4 is incorporated herein by reference. Item 7. Material to be Filed as Exhibits .

is hereby amended to add the following exhibits

Item 7 is hereby amended to add the following exhibits: 99.1 Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Issuer with the SEC on September 11, 2024). 99.2 Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by the Issuer with the SEC on September 11, 2024).

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this Dated: September 13, 2024 /s/ Robert W. Duggan Robert W. Duggan

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