0001062993-22-016227.txt : 20220711
0001062993-22-016227.hdr.sgml : 20220711
20220711173913
ACCESSION NUMBER: 0001062993-22-016227
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220707
FILED AS OF DATE: 20220711
DATE AS OF CHANGE: 20220711
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sessa Capital IM, L.P.
CENTRAL INDEX KEY: 0001595849
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1214
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38552
FILM NUMBER: 221077796
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-257-4410
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sessa Capital (Master), L.P.
CENTRAL INDEX KEY: 0001618360
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38552
FILM NUMBER: 221077798
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-257-4410
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sessa Capital GP, LLC
CENTRAL INDEX KEY: 0001618699
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38552
FILM NUMBER: 221077797
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212.257.4410
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sessa Capital IM GP, LLC
CENTRAL INDEX KEY: 0001618700
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38552
FILM NUMBER: 221077795
BUSINESS ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212.257.4410
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Petry John
CENTRAL INDEX KEY: 0001618702
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38552
FILM NUMBER: 221077794
MAIL ADDRESS:
STREET 1: 888 SEVENTH AVENUE
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Provention Bio, Inc.
CENTRAL INDEX KEY: 0001695357
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 55 BROAD STREET, 2ND FLOOR
CITY: RED BANK
STATE: NJ
ZIP: 07701
BUSINESS PHONE: 908-428-9136
MAIL ADDRESS:
STREET 1: 55 BROAD STREET, 2ND FLOOR
CITY: RED BANK
STATE: NJ
ZIP: 07701
FORMER COMPANY:
FORMER CONFORMED NAME: Provention Inc.
DATE OF NAME CHANGE: 20170120
3
1
form3.xml
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
X0206
3
2022-07-07
0
0001695357
Provention Bio, Inc.
PRVB
0001618360
Sessa Capital (Master), L.P.
888 SEVENTH AVENUE, 30TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001618699
Sessa Capital GP, LLC
888 SEVENTH AVENUE, 30TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001595849
Sessa Capital IM, L.P.
888 SEVENTH AVENUE, 30TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001618700
Sessa Capital IM GP, LLC
888 SEVENTH AVENUE, 30TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001618702
Petry John
888 SEVENTH AVENUE, 30TH FLOOR
NEW YORK
NY
10019
0
0
1
0
Common Stock
14879023
D
Warrants
6.00
2022-07-13
2027-07-13
Common Stock
8879023
D
These securities of Provention Bio, Inc. are beneficially owned by (i) Sessa Capital (Master), L.P. (the "Fund"), as a result of direct beneficial ownership of the shares, (ii) Sessa Capital GP, LLC, indirectly as a result of being the sole general partner of the Fund, (iii) Sessa Capital IM, L.P. indirectly as a result of being the investment adviser for the Fund, (iv) Sessa Capital IM GP, LLC, indirectly as a result of being the sole general partner of Sessa Capital IM, L.P., and (v) John Petry, indirectly as a result of being the manager of Sessa Capital GP, LLC and Sessa Capital IM GP, LLC. Each of the Reporting Persons and Mr. Petry disclaim beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein.
These securities of Provention Bio, Inc. are beneficially owned by (i) Sessa Capital (Master), L.P. (the "Fund"), as a result of direct beneficial ownership of the warrants, (ii) Sessa Capital GP, LLC, indirectly as a result of being the sole general partner of the Fund, (iii) Sessa Capital IM, L.P. indirectly as a result of being the investment adviser for the Fund, (iv) Sessa Capital IM GP, LLC, indirectly as a result of being the sole general partner of Sessa Capital IM, L.P., and (v) John Petry, indirectly as a result of being the manager of Sessa Capital GP, LLC and Sessa Capital IM GP, LLC. Each of the Reporting Persons and Mr. Petry disclaim beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein.
The warrants are exercisable subject to a beneficial ownership blocker provision that prevents the Reporting Persons from exercising the warrants if such exercise would result in the Reporting Persons beneficially owning more than 19.99% of the Issuer's Common Stock outstanding immediately following such exercise.
/s/ John Petry, for Sessa Capital (Master), L.P., By: Sessa Capital GP, LLC, its general partner, By: John Petry, as manager
2022-07-11
/s/ John Petry, for Sessa Capital GP, LLC, By: John Petry, as manager
2022-07-11
/s/ John Petry, for Sessa Capital IM, L.P., By: Sessa Capital IM GP, LLC, its general partner, By: John Petry, as manager
2022-07-11
/s/ John Petry, for Sessa Capital IM GP, LLC, By: John Petry, as manager
2022-07-11
/s/ John Petry
2022-07-11