0000947871-21-000392.txt : 20210326 0000947871-21-000392.hdr.sgml : 20210326 20210326160235 ACCESSION NUMBER: 0000947871-21-000392 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210316 FILED AS OF DATE: 20210326 DATE AS OF CHANGE: 20210326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OrbiMed Israel GP Ltd. CENTRAL INDEX KEY: 0001569590 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 21777253 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM STREET, 11TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 46766 BUSINESS PHONE: 212-739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022-4629 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OrbiMed Israel BioFund GP Limited Partnership CENTRAL INDEX KEY: 0001569821 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38807 FILM NUMBER: 21777252 BUSINESS ADDRESS: STREET 1: 89 MEDINAT HAYEHUDIM STREET, 11TH FLOOR CITY: HERZLIYA STATE: L3 ZIP: 46766 BUSINESS PHONE: 212-739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 1022-4629 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Chemomab Therapeutics Ltd. CENTRAL INDEX KEY: 0001534248 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: KIRYAT ATIDIM, BUILDING 7 CITY: TEL AVIV STATE: L3 ZIP: 6158002 BUSINESS PHONE: 972-77-331-0156 MAIL ADDRESS: STREET 1: KIRYAT ATIDIM, BUILDING 7 CITY: TEL AVIV STATE: L3 ZIP: 6158002 FORMER COMPANY: FORMER CONFORMED NAME: Anchiano Therapeutics Ltd. DATE OF NAME CHANGE: 20180906 FORMER COMPANY: FORMER CONFORMED NAME: BioCancell Ltd. DATE OF NAME CHANGE: 20111104 3 1 ownership.xml X0206 3 2021-03-16 0 0001534248 Chemomab Therapeutics Ltd. CMMB 0001569590 OrbiMed Israel GP Ltd. 89 MEDINAT HAYEHUDIM ST BUILDING E HERZLIYA L3 4614001 ISRAEL 0 0 1 0 0001569821 OrbiMed Israel BioFund GP Limited Partnership 89 MEDINAT HAYEHUDIM ST BUILDING E HERZLIYA L3 4614001 ISRAEL 0 0 1 0 American Depository Shares 2290004 I See Footnotes Received in exchange for ordinary shares of Chemomab Ltd. in connection with the merger of Chemomab Ltd. into a wholly-owned subsidiary of the Issuer in accordance with the terms of an Agreement and Plan of Merger, dated as of December 14, 2020. Each American Depository Share ("ADS") represents twenty (20) ordinary shares of the Issuer. These securities of the Issuer are held of record by OrbiMed Israel Partners Limited Partnership ("OIP"). OrbiMed Israel BioFund GP Limited Partnership ("OrbiMed BioFund") is the general partner of OIP, and OrbiMed Israel GP Ltd. ("OrbiMed Israel GP") is the general partner of OrbiMed BioFund. By virtue of such relationships, OrbiMed BioFund and OrbiMed Israel GP may be deemed to have voting and investment power with respect to the securities held directly by OIP noted above and, as a result, may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). OrbiMed Israel GP exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Jonathan T. Silverstein, Nissim Darvish, Anat Naschitz, and Erez Chimovits, each of whom disclaims beneficial ownership of the shares held by OIP. This report is being jointly filed by OrbiMed BioFund. and OrbiMed Israel GP. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons are a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. /s/ Douglas Coon, Chief Compliance Officer, OrbiMed Israel BioFund GP Limited 2021-03-26 /s/ Douglas Coon, Chief Compliance Officer, OrbiMed Israel GP Ltd. 2021-03-26