0001104659-21-118359.txt : 20210922 0001104659-21-118359.hdr.sgml : 20210922 20210922170052 ACCESSION NUMBER: 0001104659-21-118359 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210920 FILED AS OF DATE: 20210922 DATE AS OF CHANGE: 20210922 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Violin Jonathan CENTRAL INDEX KEY: 0001730615 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37467 FILM NUMBER: 211270180 MAIL ADDRESS: STREET 1: 955 CHESTERBROOK BOULEVARD STREET 2: SUITE 200 CITY: CHESTERBROOK STATE: PA ZIP: 19087 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Astria Therapeutics, Inc. CENTRAL INDEX KEY: 0001454789 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 HIGH STREET STREET 2: 28TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-349-1971 MAIL ADDRESS: STREET 1: 100 HIGH STREET STREET 2: 28TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: CATABASIS PHARMACEUTICALS INC DATE OF NAME CHANGE: 20090127 4 1 tm2128174-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-09-20 0 0001454789 Astria Therapeutics, Inc. ATXS 0001730615 Violin Jonathan C/O ASTRIA THERAPEUTICS, INC. 100 HIGH STREET, FLOOR 28 BOSTON MA 02110 1 0 0 0 Common Stock 2021-09-20 4 J 0 263321 0 D 0 I By Lazarus Life Sciences I, LLC Common Stock 2021-09-20 4 J 0 263321 0 A 263321 D Common Stock 0 I See Footnotes On September 20, 2021, Lazarus Life Sciences I, LLC ("Lazarus"), a limited liability company in which the Reporting Person holds a profits interest, distributed all of its shares of common stock of the Issuer to its beneficial owners, including 263,321 shares of common stock to the Reporting Person. The Reporting Person disclaims beneficial ownership of the securities held by Lazarus, except to the extent of his pecuniary interest therein. All share numbers herein give effect to the one-for-six reverse stock split effected by the Issuer on August 19, 2021. The Reporting Person also holds an indirect interest in Viridian, LLC ("Viridian"), which holds warrants to purchase common stock of the Issuer. Each of Lazarus and Viridian has adopted a policy pursuant to which voting and dispositive decisions with respect to the Issuer's securities require the approval of at least three of the respective entity's managers. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by two or more individuals, and a voting and dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Based upon the foregoing analysis, no individual manager of Lazarus or Viridian exercises voting or dispositive control over any of the securities of the Issuer held by Lazarus or Viridian, respectively. Based on the above, none of Lazarus, Viridian or the Reporting Person will be deemed to have or share beneficial ownership of securities of the Issuer held by Lazarus or Viridian. /s/ Ben Harshbarger, as attorney-in-fact for Jonathan Violin 2021-09-22