SC 13G/A 1 s13ga_012119-aldeyra.htm SCHEDULE 13G-A FOR ALDEYRA THERAPEUTICS, INC. BY JOHNSON & JOHNSON

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
(Rule 13d-102)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 1)1
 
 
Aldeyra Therapeutics, Inc.
(Name of Issuer)
 
 
Common Stock, $.001 par value
(Title of Class of Securities)
 
01438T106
(CUSIP Number)
 
 
December 31, 2018
(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)

[X] Rule 13d-1(d)


1 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 disclosures provided in a prior cover page.  The information required on 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 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.





1
CUSIP No. 01438T106


1.
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Johnson & Johnson
EIN:  22-1024240
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
3.
SEC USE ONLY

 
4.
CITIZENSHIP OR PLACE OF ORGANIZATION

New Jersey
 




NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5.
SOLE VOTING POWER

-0-
6.
SHARED VOTING POWER

1,050,292*
7.
SOLE DISPOSITIVE POWER

-0-
8.
SHARED DISPOSITIVE POWER

1,050,292*
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,050,292*
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.0% **
12.
TYPE OF REPORTING PERSON

CO

* As of December 31, 2018.
** Based on 26,244,434 shares of Common Stock outstanding as of November 14, 2018, as reported in the Issuer’s Report on Form 10-Q for the period ended September 30, 2018 filed with the Securities and Exchange Commission on November 14, 2018.





2
CUSIP No. 01438T106

1.
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Johnson & Johnson Innovation-JJDC, Inc.
EIN:  22-2007137
 
2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [   ]
(b) [   ]
3.
SEC USE ONLY

 
4.
CITIZENSHIP OR PLACE OF ORGANIZATION

New Jersey
 




NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5.
SOLE VOTING POWER

-0-
6.
SHARED VOTING POWER

1,050,292*
7.
SOLE DISPOSITIVE POWER

-0-
8.
SHARED DISPOSITIVE POWER

1,050,292*
9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,050,292*
10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[   ]
11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

4.0% **
12.
TYPE OF REPORTING PERSON

CO

* As of December 31, 2018.
** Based on 26,244,434 shares of Common Stock outstanding as of November 14, 2018, as reported in the Issuer’s Report on Form 10-Q for the period ended September 30, 2018 filed with the Securities and Exchange Commission on November 14, 2018.




3


CUSIP No. 01438T106

AMENDMENT NO. 1 TO SCHEDULE 13G (FINAL AMENDMENT)

Reference is hereby made the statement on Schedule 13G filed with the Securities and Exchange Commission by the Reporting Persons with respect to the Common Stock of the Issuer on February 5, 2015 (the “Schedule 13G”).  Terms defined in the Schedule 13G are used herein as so defined.

The following items of the Schedule 13G are amended and restated to read in their entirety as follows:

ITEM 2(b)
ADDRESS OF PRINCIPAL BUSINESS OFFICE:
   
 
J&J:  One Johnson & Johnson Plaza, New Brunswick, NJ 08933
JJDC:  410 George Street, New Brunswick NJ 08901
   
ITEM 4
OWNERSHIP:
 
(a) through (c)
 
The information set forth in the cover pages to this Amendment No. 1 to Schedule 13G is incorporated herein by reference thereto.
 
ITEM 5
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
 
If this statement is being filed to report the fact that the Reporting Persons have ceased to be beneficial owners of more than five percent of the Common Stock, check the following:  [X].
 
 





4


CUSIP No. 01438T106


SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated:  January 22, 2019

 
JOHNSON & JOHNSON
 
  
 
By:
/s/ Thomas J. Spellman III
  
 
Name:
Thomas J. Spellman III
  
 
Title:
Secretary
  
       
       
 
JOHNSON & JOHNSON INNOVATION-JJDC, INC.
  
       
 
By:
/s/ Kevin Norman
  
 
Name:
Kevin Norman
  
 
Title:
Assistant Secretary
  






5