Sec Form 13G Filing - MAVERICK CAPITAL LTD filing for CURIS INC PAR $0.01 (CRIS) - 2024-02-14

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

Curis, Inc.

(Name of Issuer)

Common Stock, Par Value $0.01 per share

(Title of Class of Securities)

231269309

(CUSIP Number)

December 31, 2023

(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)

☐ 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. 231269309

 

 1   

 NAMES OF REPORTING PERSONS

 

 Maverick Capital, Ltd.

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 Texas

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH:

   5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 582,273

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 582,273

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 582,273

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.9%

12  

 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

 IA


CUSIP No. 231269309

 

 1   

 NAMES OF REPORTING PERSONS

 

 Maverick Capital Management, LLC

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 Texas

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH:

   5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 582,273

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 582,273

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 582,273

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.9%

12  

 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

 HC


CUSIP No. 231269309

 

 1   

 NAMES OF REPORTING PERSONS

 

 Lee S. Ainslie III

 2  

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 (a) ☐  (b) ☐

 

 3  

 SEC USE ONLY

 

 4  

 CITIZENSHIP OR PLACE OF ORGANIZATION

 

 United States of America

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH:

   5    

 SOLE VOTING POWER

 

 0

   6   

 SHARED VOTING POWER

 

 582,273

   7   

 SOLE DISPOSITIVE POWER

 

 0

   8   

 SHARED DISPOSITIVE POWER

 

 582,273

 9   

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 582,273

10  

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 ☐

11  

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 9.9%

12  

 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

 IN


Item 1(a).

Name of Issuer:

Curis, Inc.

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

128 Spring Street

Building C – Suite 500

Lexington, Massachusetts 02421

 

Item 2(a).

Names of Persons Filing:

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of each of the following persons (each, a “Reporting Person”):

 

  (i)

Maverick Capital, Ltd.;

 

  (ii)

Maverick Capital Management, LLC; and

 

  (iii)

Lee S. Ainslie III (“Mr. Ainslie”).

The Schedule 13G relates to Common Stock (as defined herein) held for the accounts of Maverick Capital, Ltd.’s clients.

 

Item 2(b).

Address of Principal Business Office or, if None, Residence:

The address of the principal business office of (i) Maverick Capital, Ltd. and Maverick Capital Management, LLC is 1900 N. Pearl Street, 20th Floor, Dallas, Texas 75201, and (ii) Mr. Ainslie is 360 South Rosemary Ave., Suite 1440, West Palm Beach, Florida 33401.

 

Item 2(c).

Citizenship:

 

  (i)

Maverick Capital, Ltd. is a Texas limited partnership;

 

  (ii)

Maverick Capital Management, LLC is a Texas limited liability company; and

 

  (iii)

Mr. Ainslie is a citizen of the United States.

 

Item 2(d).

Title of Class of Securities:

Common Stock, Par Value $0.01 per share (“Common Stock”)

 

Item 2(e).

CUSIP Number:

231269309


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:

 

(a)

☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

☒ An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).

 

(f)

☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

 

(g)

☒ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

 

(h)

☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

 

(i)

☐ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

 

(j)

☐ A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

 

(k)

☐ Group, in accordance with § 240.13d-1(b)(1)(ii)(K).

 

Item 4.

Ownership.

Ownership as of December 31, 2023 is incorporated by reference to items (5) – (9) and (11) of the cover page of the Reporting Person. The ownership percentages are based on 5,883,063 outstanding shares of Common Stock as reported in the Issuer’s Quarterly Report on Form 10-Q filed November 2, 2023.

Maverick Capital, Ltd. is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and, as such, may be deemed to have beneficial ownership of the Common Stock which are the subject of this filing through the investment discretion it exercises over its clients’ accounts. Maverick Capital Management, LLC is the General Partner of Maverick Capital, Ltd. Mr. Ainslie is the manager of Maverick Capital Management, LLC.

 

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 ☐.

 

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 or Control Person.

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 Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.


SIGNATURE

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

 

Date:   February 14, 2024
MAVERICK CAPITAL, LTD.
By:   Maverick Capital Management, LLC, its General Partner
By:   Lee S. Ainslie III, Manager
By:  

/s/ Trevor Wiessmann

  Trevor Wiessmann
  Under Power of Attorney dated March 15, 2018
MAVER ICK CAPITAL MANAGEMENT, LLC
By:   Lee S. Ainslie III, Manager
By:  

/s/ Trevor Wiessmann

  Trevor Wiessmann
  Under Power of Attorney dated March 15, 2018
LEE S. AINSLIE III
By:  

/s/ Trevor Wiessmann

  Trevor Wiessmann
  Under Power of Attorney dated March 15, 2018


EXHIBIT INDEX

 

A.    Joint Filing Agreement, dated February 14, 2024, by and among Maverick Capital, Ltd., Maverick Capital Management, LLC and Lee S. Ainslie III.
B.    Power of Attorney, Lee S. Ainslie III, dated Mach 15, 2018.