0000950170-24-081902.txt : 20240705
0000950170-24-081902.hdr.sgml : 20240705
20240705173639
ACCESSION NUMBER: 0000950170-24-081902
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240702
FILED AS OF DATE: 20240705
DATE AS OF CHANGE: 20240705
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Palihapitiya Chamath
CENTRAL INDEX KEY: 0001715450
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40558
FILM NUMBER: 241103146
MAIL ADDRESS:
STREET 1: THE SOCIAL-CAPITAL PARTNERSHIP, L.L.C.
STREET 2: 506 SANTA CRUZ AVENUE, SUITE 300
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SC Master Holdings, LLC
CENTRAL INDEX KEY: 0001851024
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40558
FILM NUMBER: 241103145
BUSINESS ADDRESS:
STREET 1: 506 SANTA CRUZ AVENUE, SUITE 300
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-521-9007
MAIL ADDRESS:
STREET 1: 506 SANTA CRUZ AVENUE, SUITE 300
CITY: MENLO PARK
STATE: CA
ZIP: 94025
FORMER NAME:
FORMER CONFORMED NAME: SC Emerging Managers, LLC
DATE OF NAME CHANGE: 20210311
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Akili, Inc.
CENTRAL INDEX KEY: 0001850266
STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841]
ORGANIZATION NAME: 08 Industrial Applications and Services
IRS NUMBER: 923654772
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 71 COMMERCIAL STREET
STREET 2: MAILBOX 312
CITY: BOSTON
STATE: MA
ZIP: 02109
BUSINESS PHONE: 617-456-0597
MAIL ADDRESS:
STREET 1: 71 COMMERCIAL STREET
STREET 2: MAILBOX 312
CITY: BOSTON
STATE: MA
ZIP: 02109
FORMER COMPANY:
FORMER CONFORMED NAME: Social Capital Suvretta Holdings Corp. I
DATE OF NAME CHANGE: 20210310
4
1
ownership.xml
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X0508
4
2024-07-02
true
0001850266
Akili, Inc.
AKLI
0001715450
Palihapitiya Chamath
C/O SC MASTER HOLDINGS, LLC
506 SANTA CRUZ AVENUE, SUITE 300
MENLO PARK
CA
94025
false
false
true
false
0001851024
SC Master Holdings, LLC
506 SANTA CRUZ AVENUE
SUITE 300
MENLO PARK
CA
94025
false
false
true
false
false
Common Stock
2024-07-02
4
U
false
8100000
D
0
I
See Footnote
Common Stock
2024-07-02
4
U
false
3773000
D
0
I
See Footnote
Common Stock
2024-07-02
4
U
false
1900000
D
0
I
See Footnote
Reflects disposition of shares of common stock (each, a "Share") of the Issuer at a price per Share of $0.4340 (the "Offer Price") pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 29, 2024, by and among the Issuer, Virtual Therapeutics Corporation, a Delaware corporation ("Parent") and Alpha Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Purchaser"). Purchaser completed a tender offer for shares of common stock of the Issuer and thereafter merged with and into the Issuer, effective as of July 2, 2024 (the "Effective Time") with the Issuer surviving the merger. As of the Effective Time, each Share held by the Reporting Person or his affiliates was converted into the Offer Price.
Reflects securities held directly by SC PIPE Holdings LLC ("SC PIPE Holdings"). The sole member of SC PIPE Holdings is SC Master Holdings, LLC ("SC Master Holdings"). SC Master Holdings is controlled by Mr. Palihapitiya.
Reflects securities held directly by SC Master Holdings. SC Master Holdings is controlled by Mr. Palihapitiya.
Reflects securities held directly by a trust for the benefit of members of Mr. Palihapitiya's immediate family.
The inclusion of the securities in this report shall not be deemed an admission by the reporting persons of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose or that any of the transactions reported herein are subject to Section 16.
SC PIPE HOLDINGS LLC, By: SC Master Holdings, LLC, its sole member, By: Social Capital Group LLC, its sole member, By: /s/ Chamath Palihapitiya, Chief Executive Officer
2024-07-05
/s/ Chamath Palihapitiya
2024-07-05