SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240. 13d-2

 

KARYOPHARM THERAPEUTICS INC.

(Name of Issuer)

Common Stock par value $0.0001 per share

(Title of Class of Securities)

48576U106

(CUSIP Number)

December 31, 2013

(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)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

 

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. 48576U106

13G

 

 

 

1.

Names of Reporting Persons.
Michael G. Kauffman

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
697,596

 

6.

Shared Voting Power
1,616,559

 

7.

Sole Dispositive Power
697,596

 

8.

Shared Dispositive Power
918,963

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,616,559

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.43%(1)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


(1) Based upon 29,749,593 shares of Karyopharm Therapeutics Inc. Common Stock outstanding on December 31, 2013.

 

2



 

CUSIP No. 48576U106

13G

 

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)

Sharon Shacham

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

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
918,963

 

6.

Shared Voting Power
1,616,559

 

7.

Sole Dispositive Power
918,963

 

8.

Shared Dispositive Power
697,596

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
1,616,559

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  x

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.43%(1)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 


(1) Based upon 29,749,593 shares of Karyopharm Therapeutics Inc. Common Stock outstanding on December 31, 2013.

 

3



 

CUSIP No. 48576U106

13G

 

 

Item 1.

 

(a)

Name of Issuer
Karyopharm Therapeutics Inc.

 

(b)

Address of Issuer’s Principal Executive Offices
2 Mercer Road, Natick, MA 01760.

 

Item 2.

 

(a)

Name of Person Filing
This Schedule is filed by Michael G. Kauffman and Sharon Shacham (each a “Reporting Person” and collectively, “Reporting Persons”).

 

(b)

Address of Principal Business Office or, if none, Residence
c/o Karyopharm Therapeutics Inc., 2 Mercer Road, Natick, MA 01760.

 

(c)

Citizenship
See Row 4 of cover page for each Reporting Person.

 

(d)

Title of Class of Securities
Common stock par value $0.0001 per share.

 

(e)

CUSIP Number
48576U106

 

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)

o

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

 

(b)

o

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

 

(c)

o

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

 

(d)

o

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

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

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

 

(g)

o

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

 

(h)

o

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

 

(i)

o

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)

o

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

 

4



 

CUSIP No. 48576U106

13G

 

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount beneficially owned:   

See Row 9 of cover page for each Reporting Person.

 

(b)

Percent of class:   

See Row 11 of cover page for each Reporting Person.

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

See Row 5 of cover page for each Reporting Person.

 

 

(ii)

Shared power to vote or to direct the vote    

See Row 6 of cover page for each Reporting Person.

 

 

(iii)

Sole power to dispose or to direct the disposition of   

See Row 7 of cover page for each Reporting Person.

 

 

(iv)

Shared power to dispose or to direct the disposition of   

See Row 8 of cover page for each Reporting Person.

 

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 person has 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

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.

 

5



 

CUSIP No. 48576U106

13G

 

 

Item 10.

Certification

Not applicable.

 

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.

 

 

February 14, 2014

 

Date

 


/S/ MICHAEL G. KAUFFMAN

 

Signature

 


Michael G. Kauffman, M.D., Ph.D.

 

Name

 

 

 

February 14, 2014

 

Date

 


/S/ SHARON SHACHAM

 

Signature

 


Sharon Shacham, Ph.D., M.B.A.

 

Name

 

6



 

CUSIP No. 48576U106

13G

 

 

Exhibit Index

 

Exhibit 1.               Joint Filing Agreement, dated as of February 14, 2014, by and between the Reporting Parties.

 

7


 

Exhibit 1

 

AGREEMENT

 

Pursuant to Rule 13d-1(k), promulgated under the Securities Exchange Act of 1934, the undersigned persons hereby agree to file with the Securities and Exchange Commission this Statement on Schedule 13G (the “Statement”) to which this Joint Filing Agreement (the “Agreement”) is attached as an exhibit and any future amendments thereto, and agree that such Statement is filed on behalf of each of them.

 

EXECUTED as a sealed instrument this 14th day of February, 2014.

 

 

 

 

By:

/S/ MICHAEL G. KAUFFMAN

 

 

Michael G. Kauffman, M.D., Ph.D.

 

 

 

 

By:

/S/ SHARON SHACHAM

 

 

Sharon Shacham, Ph.D., M.B.A.