UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
VIKING THERAPEUTICS, INC.
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(Name of Issuer)
Common Stock, $0.00001 par value
_____________________________________________________________________________________________________________________
(Title of Class of Securities)
92686J 106
_________________________________
(CUSIP Number)
December 31, 2015
_______________________________________________________________________________________________
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
oRule 13d-1(b)
oRule 13d-1(c)
þRule 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 the disclosures provided in a prior cover page.
The information required in 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).
Page 2 of 7 Pages
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1 |
Names of Reporting Persons
Brian Lian, Ph.D.
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) o (b) o
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3 |
SEC Use Only
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4 |
Citizenship or Place of Organization
United States |
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number of shares beneficially owned by each reporting person with
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5 |
Sole Voting Power
1,474,973(1) |
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6 |
Shared Voting Power
0 |
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7 |
Sole Dispositive Power
1,474,973(1) |
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8 |
Shared Dispositive Power
0 |
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,474,973(1) |
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10 |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11 |
Percent of Class Represented by Amount in Row (9)
15.2%(2) |
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12 |
Type of Reporting Person (See Instructions)
IN |
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1 |
Comprised of: (a) 1,453,098 shares of common stock owned directly, of which 999,408 are vested or will vest within 60 days of December 31, 2015, and (b) 21,875 shares of common stock issuable upon exercise of options exercisable within 60 days of December 31, 2015. |
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2 |
Percentage based on the number of shares of the Issuer’s common stock outstanding as of December 31, 2015, based on information provided by the Issuer. |
Page 3 of 7 Pages
(a)Name of Issuer
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Viking Therapeutics, Inc. |
(b)Address of Issuer’s Principal Executive Offices
12340 El Camino Real, Suite 250
San Diego, CA 92037
Item 2.
(a)Name of Person Filing
Brian Lian, Ph.D.
(b)Address of Principal Business office or, if None, Residence
c/o Viking Therapeutics, Inc.
12340 El Camino Real, Suite 250
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San Diego, CA 92037 |
(c)Citizenship
United States
(d) Title of Class of Securities
Common Stock, $0.00001 par value
(e)CUSIP Number
92686J 106
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Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
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(a) |
oBroker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
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(b) |
oBank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
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(c) |
oInsurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
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(d) |
oInvestment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); |
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(e) |
oAn investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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(f) |
oAn employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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(g) |
oA parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
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(h) |
oA savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
oA church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
Page 4 of 7 Pages
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(j) |
oGroup, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: __________ |
Item 4.Ownership.
(a) Amount beneficially owned:
1,474,973 shares of common stock of the Issuer, comprised of: (i) 1,453,098 shares of common stock owned directly, of which 999,408 are vested or will vest within 60 days of December 31, 2015, and (ii) 21,875 shares of common stock issuable upon exercise of options exercisable within 60 days of December 31, 2015.
(b) Percent of class:
15.2%
(c) Number of shares as to which the person has:
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(i) |
Sole power to vote or to direct the vote: |
1,474,973
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(ii) |
Shared power to vote or to direct the vote: |
0
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(iii) |
Sole power to dispose or to direct the disposition of: |
1,474,973
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(iv) |
Shared power to dispose or to direct the disposition of: |
0
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 person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following o
Item 6.Ownership of More than Five Percent on Behalf of Another Person.
N/A
Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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N/A |
Item 8.Identification and Classification of Members of the Group.
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N/A |
Page 5 of 7 Pages
Item 9.Notice of Dissolution of Group.
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N/A |
Item 10.Certifications.
N/A
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
February 16, 2016
Date
/s/ Brian Lian, Ph.D.
Signature
Brian Lian, Ph.D.
EXHIBIT A
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and appoints Michael Morneau and Lyuda Hillman, and each of them, signing individually, the undersigned’s true and lawful attorneys-in-fact and agents to:
(1)prepare, execute and deliver for and on behalf of the undersigned, an employee of Viking Therapeutics, Inc., a Delaware corporation (the “Company”), Schedules 13D and 13G in accordance with Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder;
(2)do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute such Schedules 13D and 13G, complete and execute any amendment or amendments thereto, and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority, as required; and
(3)take any other action of any nature whatsoever in connection with the foregoing which, in the opinion of any such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 13 of the Exchange Act.
This Power of Attorney shall remain in full force and effect with respect to the undersigned until revocation by the undersigned in a signed writing delivered to the Company and each of the foregoing attorneys-in-fact. This Power of Attorney shall terminate automatically with respect to a foregoing attorney-in-fact, individually, at such time as such attorney-in-fact is no longer employed by the Company or any of its subsidiaries.
In Witness Whereof, the undersigned has caused this Power of Attorney to be executed as of this 16th day of February, 2016.
/s/ Brian Lian, Ph.D.
Brian Lian, Ph.D.