FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 07/28/2022 |
3. Issuer Name and Ticker or Trading Symbol
Allovir, Inc. [ ALVR ] |
|||||||||||||
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Beneficially Owned | |||
---|---|---|---|
1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 2,059,884 | D(1) | |
Common Stock | 668,072 | I(2) | By F2-TPO Investments, LLC |
Common Stock | 2,038,583 | I(3) | By F2 MC, LLC |
Common Stock | 4,193,874 | I(4) | By F2 Capital I 2020 LLC |
Common Stock | 867,678 | I(5) | By F2 Bioscience AV 2022 LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
| ||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
Explanation of Responses: |
1. Shares held by F2 MG Ltd. ("F2 MG"). Globeways Holdings Ltd. is the appointed manager of F2 MG and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 MG. Morana Jovan-Embiricos is the founding director of Globeways Holdings Ltd., and has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings Ltd. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
2. Shares held by F2-TPO Investments, LLC ("F2-TPO"). Globeways Holdings II Ltd. is the appointed manager of F2-TPO and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2-TPO. Morana Jovan-Embiricos is the founding director of Globeways Holdings II Ltd., and has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings II Ltd. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
3. Shares held by F2 MC, LLC ("F2 MC"). Globeways Holdings II Ltd. is the appointed manager of F2 MC and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 MC. Morana Jovan-Embiricos is the founding director of Globeways Holdings II Ltd., and has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings II Ltd. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
4. Shares held by F2 Capital I 2020 LLC ("F2 2020"). Globeways Holdings II Ltd. is the appointed manager of F2 2020 and has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 2020. Morana Jovan-Embiricos is the founding director of Globeways Holdings II Ltd., and has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings II Ltd. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
5. Shares held by F2 Bioscience AV 2022 LLC ("F2 2022"). Globeways Holdings II Ltd. is the appointed manager of F2 2022 has sole power to vote upon the acquisition, holding and disposal of all shares held by F2 2022. Morana Jovan-Embiricos is the founding director of Globeways Holdings II Ltd., and has the sole power to vote upon the acquisition, holding and disposal of all shares and warrants held by Globeways Holdings II Ltd. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
Remarks: |
Morana Jovan-Embiricos, the founding director of each of Globeways Holdings Ltd. and Globeways Holdings II Ltd., serves on the board of directors of the Issuer. By virtue of her representation, for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons may be deemed directors by deputization of the Issuer. Dr. Embiricos has filed separate Section 16 reports disclosing securities of the Issuer that she may be deemed to beneficially own for Section 16 purposes. This filing shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Exchange Act or otherwise, or is subject to Section 16 of the Exchange Act, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any. |
F2 MG LTD., By: Globeways Holdings Ltd., Its: Manager, By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
F2-TPO INVESTMENTS, LLC, By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
F2 MC, LLC, By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
F2 CAPITAL I 2020 LLC, By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
F2 BIOSCIENCE AV 2022 LLC, By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
GLOBEWAYS HOLDINGS LTD., By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
GLOBEWAYS HOLDINGS II LTD., By: /s/ Morana Jovan-Embiricos, Director | 08/05/2022 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |