UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13D

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*

 

SPERO THERAPEUTICS, INC.

 

(Name of Issuer)

 

Common Stock, Par Value $0.001

 

(Title of Class of Securities)

 

84833T 10 3

 

(CUSIP Number)

 

Victoria A. Whyte

GlaxoSmithKline plc

980 Great West Road

Brentford, Middlesex TW8 9GS

England

Telephone: +44 (0)208 047 5000

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

October 1, 2019

 

(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. ☐

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

* 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 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.

 

 

 

 

Cusip No. 84833T 10 3 13D/A3 Page 2 of 7

 

       
1.   NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

GlaxoSmithKline plc
 
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 BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)   
6.   CITIZENSHIP OR PLACE OF ORGANIZATION
 
England and Wales
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
7.   SOLE VOTING POWER
 
1,934,006
8.   SHARED VOTING POWER
 
-0-
9.   SOLE DISPOSITIVE POWER
 
1,934,006
10.   SHARED DISPOSITIVE POWER
 
-0-
11.   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,934,006 shares of Common Stock (1)
 
12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions)  ☐

 

 
13.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

10.1% of the shares of Common Stock (2)
 
14.   TYPE OF REPORTING PERSON (see instructions)

CO
 
Footnotes:      

(1)          Common Stock are held directly by S.R. One, Limited (“SR One”), an indirect, wholly-owned subsidiary of the Reporting Person.

 

(2)          Based on 19,128,146 shares of the Issuer’s Common Stock outstanding as of October 31, 2019, as reported in the Issuer’s quarterly report on the Form 10-Q for the quarter period ending September 30, 2019, filed with the Securities and Exchange Commission (the “SEC”) on November 4, 2019.

 

 

 

Cusip No. 84833T 10 3 13D/A3 Page 3 of 7

 

 

Item 1.  Security and Issuer.

 

This Amendment No. 3 to Schedule 13D (this “Statement”) amends and supplements the statement on Schedule 13D originally filed on November 16, 2017 and amended on July 17, 2018 and September 19, 2018 (the “Schedule 13D”) with respect to the shares of common stock, par value $0.001 per share (the “Common Stock”), of Spero Therapeutics, Inc., a Delaware corporation (the “Issuer”). The Issuer’s principal executive offices are located at 675 Massachusetts Avenue, 14th Floor, Cambridge, Massachusetts 02139. Unless otherwise indicated, each capitalized term used but not defined herein shall have the meaning assigned to such term in the Schedule 13D.

 

Item 2. Identity and Background.

 

The response set forth in Item 2 of the Schedule 13D is hereby amended by deleting Schedule 1 in its entirety and replacing it with Schedule 1 attached.

 

Item 4. Purpose of Transaction.

 

Item 4 is amended by adding the following:

 

On October 1, 2019, John C. Pottage, Jr., M.D. resigned from his position as Senior Vice President and Chief Scientific and Medical Officer of ViiV Healthcare, a joint venture between GlaxoSmithKline plc (the “Reporting Person”), Pfizer and Shionogi in which the Reporting Person holds a controlling interest. Dr. Pottage is no longer employed by GSK or any of its subsidiaries and continues to serve on the board of directors of the Issuer in his personal capacity and not as a representative of GSK or any of its subsidiaries.

 

 

 

Cusip No. 84833T 10 3 13D/A3 Page 4 of 7

 

 

 

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.

 

Date: February 14, 2020

 

  GLAXOSMITHKLINE PLC  
       
  By: /s/ Victoria A. Whyte  
  Name: Victoria A. Whyte  
  Title: Authorized Signatory  

 

 

 

Cusip No. 84833T 10 3 13D/A3 Page 5 of 7

 

 

SCHEDULE 1

 

Name

Business Address

Principal Occupation or Employment

Citizenship

Board of Directors      
Emma Walmsley 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Executive Director and Chief Executive Officer British
Manvinder Singh Banga 980 Great West Road
Brentford
Middlesex, England
TW8 9GS

Company Director

British & Indian

 

Dr. Hal Barron

269 E. Grand Avenue,

South San Francisco,

CA 94080

Chief Scientific Officer & President, R&D US
Dr. Vivienne Cox 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Company Director British
Lynn Elsenhans 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Company Director US
Dr. Jesse Goodman 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Company Director US
Dr Laurie Glimcher 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Company Director US
Judy Lewent 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Company Director

US

 

Iain MacKay 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Executive Director & Chief Financial Officer British

Urs Rohner

980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Company Director Swiss

 

 

 

 

Cusip No. 84833T 10 3 13D/A3 Page 6 of 7

 

Name

Business Address

Principal Occupation or Employment

Citizenship

Jonathan Symonds 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Chairman and Company Director British

 

Corporate Executive Team      
Emma Walmsley 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Executive Director and Chief Executive Officer British
Dr. Hal Barron

269 E. Grand Avenue,

South San Francisco,

CA 94080

Chief Scientific Officer & President, R&D

 

US
Roger Connor 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
President, Global Vaccines Irish
Diana Conrad 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Senior Vice President, Human Resoures Canadian
James Ford 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Senior Vice President & General Counsel British & US
Nick Hirons 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Senior Vice President, Global Ethics and Compliance British & US
Sally Jackson 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Senior Vice President, Global Communications and CEO Office British
Iain MacKay 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Executive Director & Chief Financial Officer British
Brian McNamara 184 Liberty Corner Road
Warren
NJ, 07059
Chief Executive Officer, GSK Consumer Healthcare US

 

 

 

Cusip No. 84833T 10 3 13D/A3 Page 7 of 7

 

Luke Miels

 

980 Great West Road
Brentford
Middlesex, England
TW8 9GS
President, Global Pharmaceuticals Australian
David Redfern 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Chief Strategy Officer British
Regis Simard 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
President Pharmaceutical Supply Chain French & British
Karenann Terrell 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Chief Digital and Technology Officer Canadian
Philip Thomson 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
President, Global Affairs British
Deborah Waterhouse 980 Great West Road
Brentford
Middlesex, England
TW8 9GS
Chief Executive Officer of ViiV Healthcare British