SC 13G/A: Protagonist Therapeutics, Inc

AI Summary

SC 13G/A filing by Protagonist Therapeutics, Inc.

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.00001 — ame of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securitie
• $0.001 — ely exercisable at an exercise price of $0.001 per Share and expire on the day they ar

Filing Documents

• sc13ga207422ptgx_11142024.htm (SC 13G/A) — 272KB
• 0000921895-24-002719.txt ( ) — 274KB

(a). Name of Issuer

Item 1(a). Name of Issuer: Protagonist Therapeutics, Inc., a Delaware corporation (the “Issuer”).

(b). Address of Issuer’s Principal Executive Offices

Item 1(b). Address of Issuer’s Principal Executive Offices: 7707 Gateway Boulevard, Suite 140 Newark, California 94560

(a). Name of Person Filing

Item 2(a). Name of Person Filing

(b). Address of Principal Business Office or, if None, Residence

Item 2(b). Address of Principal Business Office or, if None, Residence

(c). Citizenship

Item 2(c). Citizenship Biotechnology Value Fund, L.P. (“BVF”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware BVF I GP LLC (“BVF GP”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware Biotechnology Value Fund II, L.P. (“BVF2”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware BVF II GP LLC (“BVF2 GP”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware Biotechnology Value Trading Fund OS LP (“Trading Fund OS”) PO Box 309 Ugland House Grand Cayman, KY1-1104 Cayman Islands Citizenship: Cayman Islands BVF Partners OS Ltd. (“Partners OS”) PO Box 309 Ugland House Grand Cayman, KY1-1104 Cayman Islands Citizenship: Cayman Islands BVF GP Holdings LLC (“BVF GPH”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware BVF Partners L.P. (“Partners”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware 12 CUSIP No. 74366E102 BVF Inc. 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: Delaware Mark N. Lampert (“Mr. Lampert”) 44 Montgomery St., 40th Floor San Francisco, California 94104 Citizenship: United States Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

(d). Title of Class of Securities

Item 2(d). Title of Class of Securities: Common Stock, par value $0.00001 per share (the “Shares”)

(e). CUSIP Number

Item 2(e). CUSIP Number: 74366E102

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person

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: /x/ Not applicable. (a) / / Broker or dealer registered under Section 15 of the Exchange Act. (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act. (c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act. (d) / / Investment company registered under Section 8 of the Investment Company Act. (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). (g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G). (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act. (j) / / A non-U.S. institution, in accordance with Rule 13d-1(b)(1)(ii)(J). (k) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____ 13 CUSIP No. 74366E102

Ownership

Item 4. Ownership (a) Amount beneficially owned: As of the close of business on September 30, 2024, the Reporting Persons held pre-funded warrants (the “Pre-Funded Warrants”) exercisable for an aggregate of 1,120,260 Shares. The Pre-Funded Warrants are immediately exercisable at an exercise price of $0.001 per Share and expire on the day they are exercised in full. The Pre-Funded Warrants held by the Reporting Persons may not be exercised if, after giving effect to such exercise, the Reporting Persons would beneficially own more than 9.99% of the outstanding Shares (the “Pre-Funded Warrants Blocker”). As of the close of business on September 30, 2024, the Pre-Funded Warrants Blocker did not limit the exercise of any of the Pre-Funded Warrants held by the Reporting Persons. As of the close of business on September 30, 2024, (i) BVF beneficially owned 1,522,393 Shares, including 577,541 Shares underlying the Pre-Funded Warrants held by it; (ii) BVF2 beneficially owned 1,240,337 Shares, including 454,455 Shares underlying the Pre-Funded Warrants held by it; and (iii) Trading Fund OS beneficially owned 148,998 Shares, including 88,264 Shares underlying the Pre-Funded Warrants held by it. BVF GP, as the general partner of BVF, may be deemed to beneficially own the 1,522,393 Shares beneficially owned by BVF. BVF2 GP, as the general partner of BVF2, may be deemed to beneficially own the 1,240,337 Shares beneficially owned by BVF2. Partners OS, as the general partner of Trading Fund OS, may be deemed to beneficially own the 148,998 Shares beneficially owned by Trading Fund OS. BVF GPH, as the sole member of each of BVF GP and BVF2 GP, may be deemed to beneficially own the 2,762,730 Shares beneficially owned in the aggregate by BVF and BVF2. Partners, as the investment manager of BVF, BVF2 and Trading Fund OS, and the sole member of Partners OS, may be deemed to beneficially own the 2,970,427 Shares beneficially owned in the aggregate by BVF

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the Shares, check the following [X].

Ownership of More than Five Percent on Behalf of Another Person

Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable.

Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by

Item 7. Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not Applicable.

Identification and Classification of Members of the Group

Item 8. Identification and Classification of Members of the Group. See Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on March 20, 2023.

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group. Not Applicable.

Certifications

Item 10. Certifications. By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 16 CUSIP No. 74366E102 SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: November 14, 2024 BIOTECHNOLOGY VALUE FUND, L.P. BIOTECHNOLOGY VALUE TRADING FUND OS LP By: BVF I GP LLC, its general partner By: BVF Partners L.P., its investment manager By: BVF Inc., its general partner By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert President BVF I GP LLC BVF GP HOLDINGS LLC By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert Chief Executive Officer BIOTECHNOLOGY VALUE FUND II, L.P. BVF PARTNERS L.P. By: BVF II GP LLC, its general partner By: BVF Inc., its general partner By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert President BVF II GP LLC BVF INC. By: /s/ Mark N. Lampert Mark N. Lampert By: /s/ Mark N. Lampert Chief Executive Officer Mark N. Lampert President BVF PARTNERS OS LTD. /s/ Mark N. Lampert By: BVF Partners L.P., its sole member MARK N. LAMPERT By: BVF Inc., its general partner By: /s/ Mark N. Lampert Mark N. Lampert President 17

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