SC 13G/A 1 tm2426170d2_sc13ga.htm SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

Mineralys Therapeutics, Inc.

(Name of Issuer)

 

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

 

603170101

(CUSIP Number)

 

September 30, 2024

(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)

 

* 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: 603170101SCHEDULE 13GPage 2 of 5 Pages

 

 

1 NAMES OF REPORTING PERSONS  
HBM Healthcare Investments (Cayman) Ltd.  
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨
  (b) ¨
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
Cayman Islands, British West Indies  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5 SOLE VOTING POWER  
2,246,332  
6 SHARED VOTING POWER  
0  
7 SOLE DISPOSITIVE POWER  
2,246,332  
8 SHARED DISPOSITIVE POWER  
0  
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
2,246,332  
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ¨
   
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
4.5% (1)  
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)  
CO  

 

(1)Based on 49,726,675 shares of the Issuer’s Common Stock outstanding as of August 2, 2024, as reported in the Issuer’s Quarterly Report on Form 10-Q, filed with the SEC on August 13, 2024.

 

 

CUSIP No: 603170101SCHEDULE 13GPage 3 of 5 Pages

 

 

Item 1(a). Name of Issuer
   
  Mineralys Therapeutics, Inc.
   
Item 1(b). Address of Issuer’s Principal Executive Offices
   
  150 N. Radnor Chester Road, Suite F200
  Radnor, PA 19087
   
Item 2(a). Name of Person Filing
   
  HBM Healthcare Investments (Cayman) Ltd.
   
Item 2(b). Address of Principal Business Office
   
  Governors Square
  23 Lime Tree Bay Avenue
  PO Box 30852
  Grand Cayman, KY1-1204, Cayman Islands
   
Item 2(c). Citizenship
   
  Cayman Islands, British West Indies
   
Item 2(d). Title of Class of Securities
   
  Common Stock, $0.0001 par value
   
Item 2(e). CUSIP No.
   
  603170101
   
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
   
Item 4. Ownership

 

  (a) Amount beneficially owned:
    2,246,332(1)
  (b) Percent of class:
    4.5%(2)
  (c) Number of shares as to which the Reporting Person has:
    (i) Sole power to vote or to direct the vote:
      2,246,332(1)
    (ii) Shared power to vote or to direct the vote:
      0
    (iii) Sole power to dispose or to direct the disposition of:
      2,246,332(1)
    (iv) Shared power to dispose or to direct the disposition of:
      0

 

 

CUSIP No: 603170101SCHEDULE 13GPage 4 of 5 Pages

 

 

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 x.
   
Item 6. Ownership of More than Five Percent on Behalf of Another Person
   
  Not Applicable
   
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
   
  By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
   
  (1) Voting and investment power over the shares held by HBM Healthcare Investments (Cayman) Ltd. is exercised by the board of directors of HBM Healthcare Investments (Cayman) Ltd. (the “Board”). The Board consists of Jean-Marc LeSieur, Richard H. Coles, Sophia Harris, Dr. Andreas Wicki, Mark Kronenfeld, M.D. and Richard Paul Woodhouse, none of whom has individual voting or investment power with respect to the shares.
     
  (2) Based on 49,726,675 shares of the Issuer’s Common Stock outstanding as of August 2, 2024, as reported in the Issuer’s Quarterly Report on Form 10-Q, filed with the SEC on August 13, 2024.

 

 

CUSIP No: 603170101SCHEDULE 13GPage 5 of 5 Pages

 

 

SIGNATURES

 

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.

 

Dated: November 13, 2024

 

  HBM HEALTHCARE INVESTMENTS (CAYMAN) LTD. 
     
  By: /s/ Jean-Marc LeSieur
  Name: Jean-Marc LeSieur
  Title: Managing Director

 

SIGNATURE PAGE TO SCHEDULE 13G AMENDMENT NO. 1 (MINERALYS THERAPEUTICS, INC.)

 

Attention: Intentional misstatements or omissions of fact constitute federal violations (see 18 U.S.C. 1001).