SEC FORM 3/A SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Morningside Venture Investments Ltd

(Last) (First) (Middle)
C/O THC MANAGEMENT SERVICES S.A.M.
3-5 AVENUE DES CITRONNIERS

(Street)
MONACO O9 MC 98000

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/06/2022
3. Issuer Name and Ticker or Trading Symbol
Amylyx Pharmaceuticals, Inc. [ AMLX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
01/25/2022
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (1) (1) Common Stock 1,409,035 (1) I(2) See Explanation of Responses
Series B Preferred Stock (1) (1) Common Stock 6,410,964 (1) I(2) See Explanation of Responses
Series C-1 Preferred Stock (1) (1) Common Stock 974,107 (1) I(2) See Explanation of Responses
Series C-2 Preferred Stock (1) (1) Common Stock 1,621,544 (1) I(2) See Explanation of Responses(3)
1. Name and Address of Reporting Person*
Morningside Venture Investments Ltd

(Last) (First) (Middle)
C/O THC MANAGEMENT SERVICES S.A.M.
3-5 AVENUE DES CITRONNIERS

(Street)
MONACO O9 MC 98000

(City) (State) (Zip)
1. Name and Address of Reporting Person*
MVIL, LLC

(Last) (First) (Middle)
C/O 22ND FLOOR, HANG LUNG CENTRE
2-20 PATERSON ST.

(Street)
CAUSEWAY BAY, HONG KONG K3

(City) (State) (Zip)
Explanation of Responses:
1. Each share of Series A, Series B, Series C-1 and Series C-2 preferred stock (collectively the "Preferred Stock") is convertible on a one-for-one basis into Common Stock at any time at the election of the Reporting Person and will automatically convert upon the closing of the Issuer's initial public offering into the number of shares of the Issuer's Common Stock shown in column 3 without payment or further consideration. The Preferred Stock has no expiration date.
2. Frances Anne Elizabeth Richard, Jill Marie Franklin, Peter Stuart Allenby Edwards and Cheung Ka Ho are the directors of Morningside Venture Investments Limited ("Morningside") and share voting and dispositive power with respect to the securities held by Morningside and MVIL, LLC ("MVIL LLC"), Morningside's wholly-owned subsidiary. Cheng Yee Wing Betty and Wong See Wai are the managers of MVIL LLC and share voting and dispositive power with respect to the securities held by MVIL LLC. Ms. Cheng and Mr. Wong each disclaim ownership of the securities owned by MVIL LLC.
3. The shares of Series C-2 preferred stock are held by MVIL LLC.
Remarks:
The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act.
/s/ Frances Anne Elizabeth Richard, for Morningside Venture Investments Limited 03/17/2022
/s/ Cheng Yee Wing Betty, for MVIL, LLC 03/17/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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                               JOINT FILING AGREEMENT

The undersigned, MVIL, LLC is jointly filing the attached Initial Statement of
Beneficial Ownership on Form 3 with MORNINGSIDE VENTURE INVESTMENTS LIMITED
with respect to the beneficial ownership of securities of Amylyx
Pharmaceuticals, Inc.

For and on behalf of

MVIL, LLC


By: /s/ Cheng Yee Wing Betty
    -------------------------
Cheng Yee Wing Betty, Manager