UNITED STATES
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 13d-2 (b)
(Amendment No. )*
Aclaris Therapeutics, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
00461U105
(CUSIP Number)
February 26, 2020
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
x Rule 13d-1(c)
o Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting persons 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 (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. 00461U105 |
13 G |
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1 |
NAMES OF REPORTING PERSONS. | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | ||
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(a) |
o | |
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(b) |
x (1) | |
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3 |
SEC USE ONLY | ||
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
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Number of |
5 |
SOLE VOTING POWER | ||
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SHARED VOTING POWER | |||
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7 |
SOLE DISPOSITIVE POWER | |||
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8 |
SHARED DISPOSITIVE POWER | |||
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o | ||
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON* |
(1) This Schedule 13G is filed by Samsara BioCapital, L.P. (Samsara LP), Samsara BioCapital GP, LLC (Samsara GP) and Srinivas Akkaraju (and together with Samsara LP and Samsara GP, the Reporting Persons). The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13G.
(2) These shares are held by Samsara LP. Samsara GP is the sole general partner of Samsara LP and may be deemed to have voting and investment power over the securities held by Samsara LP. Srinivas Akkaraju is a managing member of Samsara GP and may be deemed to have voting and dispositive power over the shares held by Samsara LP. The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of February 26, 2020.
(3) This calculation is based upon 41,528,822 Common Shares outstanding as of February 24, 2020, as reported on the Issuers 10-K filed with the SEC on February 25, 2020.
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1 |
NAMES OF REPORTING PERSONS. | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | ||
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(a) |
o | |
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(b) |
x (1) | |
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3 |
SEC USE ONLY | ||
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
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Number of |
5 |
SOLE VOTING POWER | ||
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6 |
SHARED VOTING POWER | |||
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7 |
SOLE DISPOSITIVE POWER | |||
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8 |
SHARED DISPOSITIVE POWER | |||
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o | ||
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON* |
(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13G.
(2) These shares are held by Samsara LP. Samsara GP is the sole general partner of Samsara LP and may be deemed to have voting and investment power over the securities held by Samsara LP. Srinivas Akkaraju is a managing member of Samsara GP and may be deemed to have voting and dispositive power over the shares held by Samsara LP. The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of February 26, 2020.
(3) This calculation is based upon 41,528,822 Common Shares outstanding as of February 24, 2020, as reported on the Issuers 10-K filed with the SEC on February 25, 2020.
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1 |
NAMES OF REPORTING PERSONS. | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | ||
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(a) |
o | |
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(b) |
x (1) | |
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3 |
SEC USE ONLY | ||
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
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Number of |
5 |
SOLE VOTING POWER | ||
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6 |
SHARED VOTING POWER | |||
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7 |
SOLE DISPOSITIVE POWER | |||
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8 |
SHARED DISPOSITIVE POWER | |||
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* o | ||
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON* |
(1) This Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a group for purposes of this Schedule 13G.
(2) These shares are held by Samsara LP. Samsara GP is the sole general partner of Samsara LP and may be deemed to have voting and investment power over the securities held by Samsara LP. Srinivas Akkaraju is a managing member of Samsara GP and may be deemed to have voting and dispositive power over the shares held by Samsara LP. The information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of February 26, 2020.
(3) This calculation is based upon 41,528,822 Common Shares outstanding as of February 24, 2020, as reported on the Issuers 10-K filed with the SEC on February 25, 2020.
Introductory Note: This Statement on Schedule 13G (this Statement) is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.0001 per share (Common Stock), of Aclaris Therapeutics, Inc. (the Issuer).
Item 1
(a) |
Name of Issuer: |
Aclaris Therapeutics, Inc. |
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Address of Issuers Principal Executive Offices: |
640 Lee Road |
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Suite 200 |
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Wayne, PA 19087 |
Item 2
(a) |
Name of Person(s) Filing: |
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Samsara BioCapital, L.P. (Samsara LP) |
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Samsara BioCapital GP, LLC (Samsara GP) |
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Srinivas Akkaraju |
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(b) |
Address of Principal Business Office: |
c/o Samsara BioCapital, LLC |
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628 Middlefield Road |
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Palo Alto, CA 94301 |
(b) |
Citizenship: |
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Entities: |
Samsara LP |
- Delaware |
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Samsara GP |
- Delaware |
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Individuals: |
Srinivas Akkaraju |
- United States of America |
(d) |
Title of Class of Securities: |
Common Stock |
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(e) |
CUSIP Number: |
00461U105 |
Item 3 Not applicable.
Item 4 Ownership.
The following information with respect to the ownership of the Common Stock by the Reporting Persons filing this statement on Schedule 13G is provided as of February 26, 2020:
Reporting Persons |
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Shares Held |
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Sole Voting |
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Shared |
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Sole |
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Shared |
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Beneficial |
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Percentage |
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Samsara LP |
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2,161,333 |
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0 |
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2,161,333 |
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0 |
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2,161,333 |
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2,161,333 |
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5.2 |
% |
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Samsara GP |
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0 |
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0 |
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2,161,333 |
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0 |
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2,161,333 |
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2,161,333 |
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5.2 |
% |
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Srinivas Akkaraju |
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0 |
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0 |
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2,161,333 |
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0 |
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2,161,333 |
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2,161,333 |
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5.2 |
% |
(1) This calculation is based upon 41,528,822 Common Shares outstanding as of February 24, 2020, as reported on the Issuers 10-K filed with the SEC on February 25, 2020.
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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: o
Item 6 Ownership of More Than Five Percent on Behalf of Another Person.
See Items 2(a) and 4.
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, each of the undersigned certifies that, to the best of their 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.
SIGNATURE
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: March 6, 2020 |
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Samsara BioCapital, L.P. |
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By: |
Samsara BioCapital GP, LLC |
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its General Partner |
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By: |
/s/ Srinivas Akkaraju |
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Name: Srinivas Akkaraju |
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Title: Managing Member |
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Samsara BioCapital GP, LLC |
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By: |
/s/ Srinivas Akkaraju |
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Name: Srinivas Akkaraju |
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Title: Managing Member |
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/s/ Srinivas Akkaraju |
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Srinivas Akkaraju |
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EXHIBIT A
JOINT FILING STATEMENT
We, the undersigned, hereby express our agreement that the attached Schedule 13G (or any amendments thereto) relating to the Common Stock of Aclaris Therapeutics, Inc. is filed on behalf of each of us.
Dated: March 6, 2020 |
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Samsara BioCapital, L.P. |
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By: |
Samsara BioCapital GP, LLC |
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its General Partner |
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By: |
/s/ Srinivas Akkaraju |
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Name: Srinivas Akkaraju |
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Title: Managing Member |
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Samsara BioCapital GP, LLC |
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By: |
/s/ Srinivas Akkaraju |
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Name: Srinivas Akkaraju |
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Title: Managing Member |
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/s/ Srinivas Akkaraju |
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Srinivas Akkaraju |
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