0001214659-24-001240.txt : 20240126 0001214659-24-001240.hdr.sgml : 20240126 20240126162840 ACCESSION NUMBER: 0001214659-24-001240 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20240126 DATE AS OF CHANGE: 20240126 GROUP MEMBERS: KEVIN TANG GROUP MEMBERS: TANG CAPITAL MANAGEMENT, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Corbus Pharmaceuticals Holdings, Inc. CENTRAL INDEX KEY: 0001595097 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 464348039 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88716 FILM NUMBER: 24568297 BUSINESS ADDRESS: STREET 1: 500 RIVER RIDGE DRIVE CITY: NORWOOD STATE: MA ZIP: 02062 BUSINESS PHONE: 617-963-0103 MAIL ADDRESS: STREET 1: 500 RIVER RIDGE DRIVE CITY: NORWOOD STATE: MA ZIP: 02062 FORMER COMPANY: FORMER CONFORMED NAME: SAV Acquisition Corp DATE OF NAME CHANGE: 20131220 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TANG CAPITAL PARTNERS LP CENTRAL INDEX KEY: 0001191935 ORGANIZATION NAME: IRS NUMBER: 680517277 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 4747 EXECUTIVE DRIVE STREET 2: SUITE 210 CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 858-200-3830 MAIL ADDRESS: STREET 1: 4747 EXECUTIVE DRIVE STREET 2: SUITE 210 CITY: SAN DIEGO STATE: CA ZIP: 92121 SC 13G 1 g126243sc13g.htm

Securities and Exchange Commission

Washington, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

Corbus Pharmaceuticals Holdings, Inc.

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

21833P301

(CUSIP Number)

January 26, 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 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 1 of 8 Pages

CUSIP No. 21833P301

13G

Page 2 of 8 Pages

1	NameS of Reporting Persons I.R.S. Identification NOS. of Above Persons (ENTITIES ONLY) TANG CAPITAL PARTNERS, LP
2	Check the Appropriate Box if a Member of a Group*	(a) ¨ (b) x
3	SEC Use Only
4	Citizenship or Place of Organization DELAWARE

Number of	5	Sole Voting Power 0
Shares BENEFICIALLY Owned by	6	Shared Voting Power 426,220
Each Reporting Person with	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 426,220

9	Aggregate Amount Beneficially Owned by each Reporting Person 426,220
10	Check Box if the Aggregate Amount in Row (9) excludes certain shares ¨
11	Percent of Class represented by amount in row 9 9.6%
12	type of reporting person pN

Page 2 of 8 Pages

CUSIP No. 21833P301

13G

Page 3 of 8 Pages

1	NameS of Reporting Persons I.R.S. Identification NOS. of Above Persons (ENTITIES ONLY) Tang Capital Management, LLC
2	Check the Appropriate Box if a Member of a Group*	(a) ¨ (b) x
3	SEC Use Only
4	Citizenship or Place of Organization DELAWARE

Number of	5	Sole Voting Power 0
Shares BENEFICIALLY Owned by	6	Shared Voting Power 426,220
Each Reporting Person with	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 426,220

9	Aggregate Amount Beneficially Owned by each Reporting Person 426,220
10	Check Box if the Aggregate Amount in Row (9) excludes certain shares ¨
11	Percent of Class represented by amount in row 9 9.6%
12	type of reporting person OO

Page 3 of 8 Pages

CUSIP No. 21833P301

13G

Page 2 of 8 Pages

1	NameS of Reporting Persons I.R.S. Identification NOS. of Above Persons (ENTITIES ONLY) Kevin Tang
2	Check the Appropriate Box if a Member of a Group*	(a) ¨ (b) x
3	SEC Use Only
4	Citizenship or Place of Organization united states

Number of	5	Sole Voting Power 0
Shares BENEFICIALLY Owned by	6	Shared Voting Power 426,220
Each Reporting Person with	7	Sole Dispositive Power 0
	8	Shared Dispositive Power 426,220

9	Aggregate Amount Beneficially Owned by each Reporting Person 426,220
10	Check Box if the Aggregate Amount in Row (9) excludes certain shares ¨
11	Percent of Class represented by amount in row 9 9.6%
12	type of reporting person IN

Page 4 of 8 Pages

Item 1(a).

Name of Issuer:

Corbus Pharmaceuticals Holdings, Inc. (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:

500 River Ridge Drive, Norwood, MA 02062

Item 2(a).

Name of Person Filing:

This Statement on Schedule 13G (this “Statement”) is filed by Tang Capital Partners, LP (“Tang Capital Partners”); Tang Capital Management, LLC, the general partner of Tang Capital Partners (“Tang Capital Management”); and Kevin Tang, the manager of Tang Capital Management.

Item 2(b).

Address of Principal Business Office or, if none, Residence:

4747 Executive Drive, Suite 210, San Diego, CA 92121

Item 2(c).

Citizenship:

Tang Capital Partners is a Delaware limited partnership. Tang Capital Management is a Delaware limited liability company. Mr. Tang is a United States citizen.

Item 2(d).

Title of Class of Securities:

Common Stock, par value $0.0001 per share (the “Common Stock”)

Item 2(e).

CUSIP Number 21833P301

Item 3.

Not applicable.

Item 4.

Ownership.

(a)

Amount Beneficially Owned:

Tang Capital Partners. Tang Capital Partners beneficially owns 426,220 of the Issuer’s Common Stock.

Tang Capital Partners shares voting and dispositive power over such shares with Tang Capital Management and Kevin Tang.

Tang Capital Management. Tang Capital Management beneficially owns 426,220 of the Issuer’s Common Stock.

Tang Capital Management shares voting and dispositive power over such shares with Tang Capital Partners and Kevin Tang.

Kevin Tang. Kevin Tang beneficially owns 426,220 of the Issuer’s Common Stock.

Kevin Tang shares voting and dispositive power over such shares with Tang Capital Partners and Tang Capital Management.

Page 5 of 8 Pages

The percentages used herein are based on 4,423,683 shares of Common Stock outstanding as of November 3, 2023, as set forth in the Issuer’s Quarterly Report filed on Form 10-Q that was filed with the Securities and Exchange Commission on November 7, 2023.

(b)

Percent of Class:

Tang Capital Partners	9.6%
Tang Capital Management	9.6%
Kevin Tang	9.6%

(c)

Number of shares as to which such person has:

(i)

sole power to vote or to direct the vote:

Tang Capital Partners	0 shares
Tang Capital Management	0 shares
Kevin Tang	0 shares

(ii)

shared power to vote or to direct the vote:

Tang Capital Partners	426,220 shares
Tang Capital Management	426,220 shares
Kevin Tang	426,220 shares

(iii)

sole power to dispose or to direct the disposition of:

Tang Capital Partners	0 shares
Tang Capital Management	0 shares
Kevin Tang	0 shares

(iv)

shared power to dispose or to direct the disposition of:

Tang Capital Partners	426,220 shares
Tang Capital Management	426,220 shares
Kevin Tang	426,220 shares

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 five percent of the class of securities, check the following: ¨

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not applicable.

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Page 6 of 8 Pages

Item 10.

Certification.

By signing below I certify that, to the best of my 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.

Page 7 of 8 Pages

Signature

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.

Date:

January 26, 2024

TANG CAPITAL PARTNERS, LP

By: Tang Capital Management, LLC, its General Partner

By:	/s/ Kevin Tang
	Kevin Tang, Manager

TANG CAPITAL MANAGEMENT, LLC

By:	/s/ Kevin Tang
	Kevin Tang, Manager

/s/ Kevin Tang
Kevin Tang

Page 8 of 8 Pages

EX-99.1 2 ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.0001 par value per share, of Corbus Pharmaceuticals Holdings, Inc. and further agree to the filing of this agreement as an exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13G.

Date: January 26, 2024	TANG CAPITAL PARTNERS, LP

	By:	Tang Capital Management, LLC
	Its:	General Partner

	By:	/s/ Kevin Tang
		Name:	Kevin Tang
		Title:	Manager

	TANG CAPITAL MANAGEMENT, LLC

	By:	/s/ Kevin Tang
		Name:	Kevin Tang
		Title:	Manager

	/s/ Kevin Tang
	Name:	Kevin Tang