Form 4 for PVLA PALVELLA THERAPEUTICS, INC.

Accepted 2024-12-17 00:00:00 ET · period of report 2024-12-13 · accession 0000921895-24-002972 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
M	2024-12-17	2024-12-13	PVLA	BVF I GP LLC	See Explanation of Responses	J - Other	—	+438.9K	282.2K	New	—

Purchase Sale Sale after option exercise All abbreviations

Every reported transaction

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock, $0.001 par value	2024-12-13	J	A	234,323	—	371,916	D	—	—	(F1) This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act") that previously collectively beneficially owned over 10% of the Issuer's outstanding shares of Common Stock (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. (F2) On December 13, 2024, Palvella Therapeutics, Inc., formerly known as Pieris Pharmaceuticals, Inc. (the "Issuer"), completed a reverse merger transaction (the "Merger") with Palvella Therapeutics, Inc. ("Former Palvella") pursuant to that certain Agreement and Plan of Merger, dated as of July 23, 2024 (the "Merger Agreement"). In connection with the Merger, the Reporting Persons acquired an aggregate of 438,929 shares of Common Stock in exchange for all of the Former Palvella capital stock owned of record by the Reporting Persons. (F11) Reflects an eighty-for-one reverse stock split of the Issuer's issued and outstanding Common Stock, effective as of April 18, 2024. (F3) Securities owned directly by BVF. As the general partner of BVF, BVF GP may be deemed to beneficially own the securities owned directly by BVF. As the sole member of BVF GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF. As the investment manager of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF.
2	Common	Common Stock, $0.001 par value	2024-12-13	J	A	29,648	—	38,961	D	—	—	(F1) This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act") that previously collectively beneficially owned over 10% of the Issuer's outstanding shares of Common Stock (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. (F2) On December 13, 2024, Palvella Therapeutics, Inc., formerly known as Pieris Pharmaceuticals, Inc. (the "Issuer"), completed a reverse merger transaction (the "Merger") with Palvella Therapeutics, Inc. ("Former Palvella") pursuant to that certain Agreement and Plan of Merger, dated as of July 23, 2024 (the "Merger Agreement"). In connection with the Merger, the Reporting Persons acquired an aggregate of 438,929 shares of Common Stock in exchange for all of the Former Palvella capital stock owned of record by the Reporting Persons. (F11) Reflects an eighty-for-one reverse stock split of the Issuer's issued and outstanding Common Stock, effective as of April 18, 2024. (F5) Securities owned directly by Trading Fund OS. As the general partner of Trading Fund OS, Partners OS may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment manager of Trading Fund OS and the sole member of Partners OS, Partners may be deemed to beneficially own the securities owned directly by Trading Fund OS. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by Trading Fund OS. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by Trading Fund OS.
3	Common	Common Stock, $0.001 par value	2024-12-13	J	A	174,958	—	282,223	D	—	—	(F1) This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), Biotechnology Value Trading Fund OS LP ("Trading Fund OS"), BVF Partners OS Ltd. ("Partners OS"), BVF I GP LLC ("BVF GP"), BVF II GP LLC ("BVF2 GP"), BVF GP Holdings LLC ("BVF GPH"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a group for purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act") that previously collectively beneficially owned over 10% of the Issuer's outstanding shares of Common Stock (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. (F2) On December 13, 2024, Palvella Therapeutics, Inc., formerly known as Pieris Pharmaceuticals, Inc. (the "Issuer"), completed a reverse merger transaction (the "Merger") with Palvella Therapeutics, Inc. ("Former Palvella") pursuant to that certain Agreement and Plan of Merger, dated as of July 23, 2024 (the "Merger Agreement"). In connection with the Merger, the Reporting Persons acquired an aggregate of 438,929 shares of Common Stock in exchange for all of the Former Palvella capital stock owned of record by the Reporting Persons. (F11) Reflects an eighty-for-one reverse stock split of the Issuer's issued and outstanding Common Stock, effective as of April 18, 2024. (F4) Securities owned directly by BVF2. As the general partner of BVF2, BVF2 GP may be deemed to beneficially own the securities owned directly by BVF2. As the sole member of BVF2 GP, BVF GPH may be deemed to beneficially own the securities owned directly by BVF2. As the investment manager of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc. may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2.