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"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
|
Pacira BioSciences, Inc. (Name of Issuer) |
Common Stock, par value $0.001 per share (Title of Class of Securities) |
695127100 (CUSIP Number) |
Pedro Escudero 3350 Virginia Street, Suite 530, Miami, FL, 33131 (305) 549-5081 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
12/30/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
|
| CUSIP No. | 695127100 |
| 1 |
Name of reporting person
Doma Perpetual Capital Management LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,936,794.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.83 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
SCHEDULE 13D
|
| CUSIP No. | 695127100 |
| 1 |
Name of reporting person
DOMA Perpetual LO Equity Master Fund LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,936,794.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.83 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP No. | 695127100 |
| 1 |
Name of reporting person
Doma Perpetual Partners GP LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,936,794.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.83 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| CUSIP No. | 695127100 |
| 1 |
Name of reporting person
Pedro Escudero | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC, PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,936,794.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.83 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
|
| CUSIP No. | 695127100 |
| 1 |
Name of reporting person
John Templeton Foundation | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TENNESSEE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
812,019.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
1.89 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person:
John Templeton Foundation beneficially owns Common Shares via its wholly- owned investment holding company, Reliability LLC.
SCHEDULE 13D
|
| CUSIP No. | 695127100 |
| 1 |
Name of reporting person
DOMA2 LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,936,794.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.83 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.001 per share
| |
| (b) | Name of Issuer:
Pacira BioSciences, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
2000 SIERRA POINT PARKWAY, SUITE 900, BRISBANE,
CALIFORNIA
, 94005. | |
Item 1 Comment:
This Schedule 13D relates to the Common Shares, with par value $0.001 per share (the "Common Shares"), of Pacira BioSciences, Inc. (the "Issuer"). The address of the principal executive offices of the Issuer is 2000 Sierra Point Parkway, Suite 900, Brisbane, California 94005. | ||
| Item 2. | Identity and Background | |
| (a) | This statement is filed by the entities and persons listed below: (i) Doma Perpetual Capital Management LLC ("Doma"), as the investment manager for Doma Perpetual Lo Equity Master Fund LP and the John Templeton Foundation ("The John Templeton Foundation"), with respect to the Common Shares beneficially owned by it; (ii) DOMA Perpetual LO Equity Master Fund LP ("Doma Master Fund"), a Cayman Islands exempted limited partnership, with respect to the Common Shares beneficially owned by it; (iii) Doma Perpetual Partners GP LLC ("Doma GP"), as the general partner of the Doma Master Fund, with respect to the Common Shares beneficially owned by it; (iv) DOMA2 LLC ("Doma 2"), as the managing member of Doma GP, with respect to the Common Shares beneficially owned by it; (v) The John Templeton Foundation, as a discretionary investment management client of Doma, with respect to the Common Shares beneficially owned by it; and (vi) Pedro Escudero ("Mr. Escudero"), individually and as Chief Investment Officer of Doma and sole Manager of Doma 2 with respect to the Common Shares beneficially owned by him. | |
| (b) | The address of the principal office of each of Doma, Doma Master Fund, Doma GP, Doma2, and Pedro Escudero is 3350 Virgina Street, Suite 530, Miami, FL 33133. The address of the principal office of The John Templeton Foundation is 300 Conshohocken State Road, Suite 500, West Conshohocken, PA 19428. | |
| (c) | Doma provides investment advisory and management services and acts as the investment manager of Doma Master Fund and The John Templeton Foundation. Doma Master Fund has been formed for the purpose of investing in securities and engaging in all related activities and transactions. Doma GP provides investment management services and serves as the general partner of the Doma Master Fund. Doma 2 is the managing member of Doma GP. The John Templeton Foundation, via its wholly-owned investment holding company, Reliability LLC, invests in securities and engages in all related activities and transactions. Mr. Escudero serves as Chief Executive Officer and Chief Investment Officer of Doma and sole Manager of Doma 2. | |
| (d) | No Reporting Person has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) | No Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | |
| (f) | Mr. Escudero is a citizen of the United States of America. | |
| Item 4. | Purpose of Transaction | |
Item 4 is hereby amended, supplemented, and restated in its entirety as follows: The Reporting Persons (excluding JTF which is not making or sponsoring the director nominations) intend to nominate three highly-qualified, independent director candidates at the Issuer's 2026 annual meeting of stockholders. The Reporting Persons further assert the Issuer's Board of Directors should pursue an immediate sale of the Issuer. The Reporting Persons consider the current level of Executive Compensation and General Spending to be exorbitant and unmerited and questions whether the Board has exercised appropriate fiduciary oversight. The Reporting Persons intend to file a preliminary proxy statement and accompanying WHITE proxy card with the Securities and Exchange Commission to be used to solicit votes for the election of its slate of director nominees at the 2026 annual meeting of stockholders of the Issuer. The participants in the proxy solicitation are anticipated to be Doma, Doma Master Fund, Doma GP, JTF, and Pedro Escudero, and the individuals to be nominated as director candidates, who have not yet been identified. Doma is acting as investment manager with respect to the shares beneficially owned by JTF which Doma exercises discretionary investment and voting authority. As referred to above, JTF is not making or sponsoring the director nominations. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5 (a) is hereby amended, supplemented, and restated in its entirety as follows: (a) The percentages used in this Schedule 13D are calculated based upon 43,021,275 outstanding Common Shares of the Issuer as of November 5, 2025, as provided on the cover page of the issuer's Form 10-Q, filed on November 6, 2025. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Common Shares and percentage of the Common Shares beneficially owned by each of the Reporting Persons. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99. 1 - Press Release | ||
| 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.
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