Sec Form 4 Filing - SBI INVESTMENT KOREA CO., LTD. @ Peak Bio, Inc. - 2024-10-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SBI INVESTMENT KOREA CO., LTD.
2. Issuer Name and Ticker or Trading Symbol
Peak Bio, Inc. [ PKBO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
14TH FL., NC TOWER, 509,, TEHERAN-RO, GANGNAM-GU
3. Date of Earliest Transaction (MM/DD/YY)
10/07/2024
(Street)
SEOUL, M500000
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/07/2024 J( 1 ) 83,800 D $ 0 0 D
Common Stock 11/14/2024 D( 2 ) 3,621,489 ( 3 ) D 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SBI INVESTMENT KOREA CO., LTD.
14TH FL., NC TOWER, 509,
TEHERAN-RO, GANGNAM-GU
SEOUL, M500000
X
SBI CROSS-BORDER ADVANTAGE FUND
14TH FL., NC TOWER, 509,
TEHERAN-RO, GANGNAM-GU
SEOUL, M500000
X
SBI HEALTHCARE FUND I
14TH FL., NC TOWER, 509,
TEHERAN-RO, GANGNAM-GU
SEOUL, M500000
X
IKBC-SBI BIO FUND 1
14TH FL., NC TOWER, 509,
TEHERAN-RO, GANGNAM-GU
SEOUL, M500000
X
Signatures
/s/ Jae Kwang Ahn, Authorized PersonSBI Investment Korea Co., Ltd. 12/04/2024
Signature of Reporting Person Date
/s/ Eiichiro So, Authorized PersonSBI Investment Korea Co., Ltd. 12/04/2024
Signature of Reporting Person Date
/s/ Jae Kwang Ahn, Authorized PersonSBI Cross-border Advantage Fund 12/04/2024
Signature of Reporting Person Date
/s/ Eiichiro So, Authorized PersonSBI Cross-border Advantage Fund 12/04/2024
Signature of Reporting Person Date
/s/ Jae Kwang Ahn, Authorized PersonSBI Healthcare Fund 1 12/04/2024
Signature of Reporting Person Date
/s/ Eiichiro So, Authorized PersonSBI Healthcare Fund 1 12/04/2024
Signature of Reporting Person Date
/s/ Jae Kwang Ahn, Authorized PersonIKBC-SBI Bio Fund 1 12/04/2024
Signature of Reporting Person Date
/s/ Eiichiro So, Authorized PersonIKBC-SBI Bio Fund 1 12/04/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 7, 2024 (October 8, 2024 Korea time), in connection with the dissolution of SBI KIS 2016-1 FUND ("2016-1 Fund"), 2016-1 Fund distributed in-kind, for nominal consideration, all of the securities of the Issuer owned by 2016-1 Fund to SBI Investment KOREA Co., Ltd. ("SBI"), the general partner of 2016-1 Fund.
( 2 )This Form 4 reports securities transacted pursuant to the terms of the Agreement and Plan of Merger, dated as of March 4, 2024, as amended (the "Merger Agreement"), by and among the Issuer, Akari Therapeutics Plc ("Parent"), and Pegasus Merger Sub, Inc., a wholly-owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of November 14, 2024, with the Issuer surviving as a wholly owned subsidiary of Parent (the "Merger").
( 3 )Consists of 571,606 shares of common stock held by SBI, 251,418 shares of common stock held by SBI Cross-border Advantage Fund, an affiliate of SBI, 599,202 shares of common stock held by SBI Healthcare Fund 1, an affiliate of SBI, 1,601,067 shares of common stock held by IBKC-SBI Bio Fund 1, an affiliate of SBI, 419,017 shares of common stock held by Global Gateway Fund 1, an affiliate of SBI, and 179,179 shares of common stock held by 2019 SBI Job Creation Fund, an affiliate of SBI.
( 4 )At the effective time of the Merger, each issued and outstanding share of the Issuer's common stock was cancelled and converted into the right to receive 0.2935 (the "Exchange Ratio") American Depositary Shares ("ADSs") of Parent, each ADS representing a number of ordinary shares, par value $0.0001 per share (the "Ordinary Shares") of Parent.

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