0001387131-22-001971.txt : 20220215 0001387131-22-001971.hdr.sgml : 20220215 20220214192759 ACCESSION NUMBER: 0001387131-22-001971 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20220215 DATE AS OF CHANGE: 20220214 GROUP MEMBERS: BKB GROWTH INVESTMENTS, LLC GROUP MEMBERS: PAUL B. MANNING REVOCABLE TRUST DATED MAY 10, 2000 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Acumen Pharmaceuticals, Inc. CENTRAL INDEX KEY: 0001576885 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 364108129 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-92677 FILM NUMBER: 22636315 BUSINESS ADDRESS: STREET 1: 427 PARK ST. CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 BUSINESS PHONE: 925-368-8508 MAIL ADDRESS: STREET 1: 427 PARK ST. CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Manning Paul B CENTRAL INDEX KEY: 0001494695 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 200 GARRETT STREET SUITE S CITY: CHARLOTTESVILLE STATE: VA ZIP: 22902 SC 13G 1 abos-sc13g_123121.htm SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND

(d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2

 

(Amendment No. )*

Acumen Pharmaceuticals, Inc.

(Name of Issuer)

 

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

 

00509G209

(CUSIP Number)

 

December 31, 2021

(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).

 

 

 

 

 

 

 

CUSIP No. 00509G209 13G Page 2 of 8 Pages
1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

Paul B. Manning

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☐

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

3,352,6931

6

SHARED VOTING POWER

657,9852

7

SOLE DISPOSITIVE POWER

3,352,6931

8

SHARED DISPOSITIVE POWER

657,9852

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

4,010,6783

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

☐

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.9%4

12

TYPE OF REPORTING PERSON*

IN

  1 Consists of: (i) 312,500 shares of the Issuer's common stock held by Paul and Diane Manning, JTWROS and (ii) 3,040,193 shares of the Issuer's common stock held by The Paul B. Manning Revocable Trust dated May 10, 2000.
  2 The securities are held by BKB Growth Investments, LLC.
  3 Consists of: (i) 312,500 shares of the Issuer's common stock held by Paul and Diane Manning, JTWROS; (ii) 3,040,193 shares of the Issuer’s common stock held directly by The Paul B. Manning Revocable Trust dated May 10, 2000; and (iii) 657,985 shares of the Issuer’s common stock held by BKB Growth Investments, LLC.
  4 This percentage is calculated based upon 40,470,323 shares of the Issuer’s common stock outstanding as of November 15, 2021, as reported by the Issuer in its Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 15, 2021.

 

 

CUSIP No. 00509G209 13G Page 3 of 8 Pages  
  1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

The Paul B. Manning Revocable Trust dated May 10, 2000

  2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☐

  3 SEC USE ONLY
  4

CITIZENSHIP OR PLACE OF ORGANIZATION

Virginia

           

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

3,040,193

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

3,040,193

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,040,193

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

☐

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.5%5

12

TYPE OF REPORTING PERSON*

OO

     
  5 This percentage is calculated based upon 40,470,323 shares of the Issuer’s common stock outstanding as of November 15, 2021, as reported by the Issuer in its Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 15, 2021.

 

 

CUSIP No. 00509G209 13G Page 4 of 8 Pages
1

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

BKB Growth Investments, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐

(b) ☐

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

 5

SOLE VOTING POWER

657,985

6

SHARED VOTING POWER

0

7

SOLE DISPOSITIVE POWER

657,985

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

657,985

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

☐

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.6%6

12

TYPE OF REPORTING PERSON*

OO

  6 This percentage is calculated based upon 40,470,323 shares of the Issuer’s common stock outstanding as of November 15, 2021, as reported by the Issuer in its Form 10-Q for the quarter ended September 30, 2021, filed with the Securities and Exchange Commission on November 15, 2021.

 

 

CUSIP No. 00509G209 13G Page 5 of 8 Pages

Item 1.

 

  (a) Name of Issuer

Acumen Pharmaceuticals, Inc.

 

  (b) Address of Issuer’s Principal Executive Offices

427 Park St.
Charlottesville, VA 22902

Item 2.

 

  (a) Name of Person Filing

Paul B. Manning
The Paul B. Manning Revocable Trust dated May 10, 2000

BKB Growth Investments, LLC

 

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

c/o PBM Capital Group, LLC
200 Garrett Street, Suite S
Charlottesville, VA 22902

 

  (c) Citizenship

Paul B. Manning is a United States Citizen.
The Paul B. Manning Revocable Trust dated May 10, 2000 is governed under the laws of the Commonwealth of Virginia.

BKB Growth Investments, LLC is a Delaware limited liability company.

 

  (d) Title of Class of Securities

Common Stock

 

  (e) CUSIP Number

00509G209

 

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: NOT APPLICABLE.
   
(a) ☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b) ☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) ☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

 

CUSIP No. 00509G209 13G Page 6 of 8 Pages
(d) ☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e) ☐ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f) ☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g) ☐ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) ☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) ☐ A 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);
(j) ☐ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
(k) ☐ Group, 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.
   

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

  (a) Amount beneficially owned: See responses to Item 9 on the attached cover pages.
  (b) Percent of class: See the responses to Item 11 on the attached cover pages.
  (c) Number of shares as to which the person has:
     
  (i) Sole power to vote or to direct the vote – See the responses to Item 5 on the attached cover pages.
  (ii) Shared power to vote or to direct the vote – See the responses to Item 6 on the attached cover pages.
  (iii) Sole power to dispose or to direct the disposition of – See the responses to Item 7 on the attached cover pages.
  (iv) Shared power to dispose or to direct the disposition of – See the responses to Item 8 on the attached cover pages.
     
         

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

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

 

 

CUSIP No. 00509G209 13G Page 7 of 8 Pages
  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

 

  Item 10. Certification
     

Not Applicable.

 

 

CUSIP No. 00509G209 13G Page 8 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.

 

February 14, 2022    
     
  /s/ Paul B. Manning  
  Paul B. Manning  
     
  The Paul B. Manning Revocable Trust Dated May 10, 2000  
     
  By: /s/ Paul B. Manning  
  Name: Paul B. Manning  
  Title: Trustee  
       
  BKB Growth Investments, LLC  
     
     
  By Tiger Lily Capital, LLC, its manager  
     
  By: /s/ Paul B. Manning  
  Name: Paul B. Manning  
  Title: Manager  
       
  By: /s/ Bradford Manning  
  Name: Bradford Manning  
  Title: Manager  
     

 

 EX-1 2 ex-1.htm JOINT FILING AGREEMENT

 

Paul B. Manning SC 13G

 

Exhibit A

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

Pursuant to Rule 13d-1(k)(1) promulgated pursuant to the Securities Exchange Act of 1934, as amended, the undersigned agree that the attached Schedule 13D is being filed on behalf of each of the undersigned.

 

Dated: February 14, 2022

   
  /s/ Paul B. Manning
  Paul B. Manning
   
  The Paul B. Manning Revocable Trust Dated May 10, 2000
   
  By: /s/ Paul B. Manning
  Name: Paul B. Manning
  Title: Trustee
   
  BKB Growth Investments, LLC
   
  By Tiger Lily Capital, LLC, its manager
   
  By: /s/ Paul B. Manning
  Name: Paul B. Manning
  Title: Manager
     
  By: /s/ Bradford Manning
  Name: Bradford Manning
  Title: Manager