| Cayman Islands (State or other jurisdiction of incorporation or organization) | | | 98-1448305 (I.R.S. Employer Identification Number) | |
| Large accelerated filer ☐ | | | Accelerated filer ☐ | |
| Non-accelerated filer ☒ | | | Smaller reporting company ☒ | |
| | | | Emerging growth company ☒ | |
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Name of Selling Shareholder | | | Ordinary Shares Beneficially Owned Prior to Offering(1) | | | Number of Shares Being Offered | | | Ordinary Shares Beneficially Owned After Offering(2) | | |||||||||||||||
| | | | | | | | | | | | | | | Number | | | Percent | | ||||||
Perceptive Advisors LLC(3) | | | | | 11,406,563 | | | | | | 4,347,826 | | | | | | 7,058,737 | | | | | | 11.9% | | |
Prosight Management, LP(4) | | | | | 4,080,804 | | | | | | 1,057,844 | | | | | | 3,022,960 | | | | | | 2.3% | | |
Adage Capital Partners, L.P.(5) | | | | | 4,671,017 | | | | | | 1,565,217 | | | | | | 3,105,800 | | | | | | 5.1% | | |
Adena Estate Inc.(6) | | | | | 3,202,155 | | | | | | 1,043,479 | | | | | | 2,158,676 | | | | | | 3.6% | | |
683 Capital Partners, LP(7) | | | | | 2,487,609 | | | | | | 782,609 | | | | | | 1,705,000 | | | | | | 4.2% | | |
NR Holdings Limited(8) | | | | | 1,195,541 | | | | | | 347,826 | | | | | | 847,715 | | | | | | 1.5% | | |
Name of Selling Shareholder | | | Ordinary Shares Beneficially Owned Prior to Offering(1) | | | Number of Shares Being Offered | | | Ordinary Shares Beneficially Owned After Offering(2) | | |||||||||||||||
| Number | | | Percent | | ||||||||||||||||||||
Johnson Innovation – JJDC, Inc.(3) | | | | | 6,641,064 | | | | | | 3,742,514 | | | | | | 2,898,550 | | | | | | 4.9% | | |
| SEC registration fee | | | $ | 6,188 | | | SEC registration fee | | | $ | 2,532 | | | ||
| Legal fees and expenses | | | | 325,000 | | | Legal fees and expenses | | | | 150,000 | | | ||
| Accounting fees and expenses | | | | 7,500 | | | Accounting fees and expenses | | | | 7,500 | | | ||
| Printing and miscellaneous expenses | | | | 1,312 | | | Printing and miscellaneous expenses | | | | 968 | | | ||
| Total | | | $ | 340,000 | | | Total | | | $ | 161,000 | | |
| Exhibit Number | | | Description | | ||
| 3.1 | | | Amended and Restated Memorandum and Articles of Association of MeiraGTx Holdings plc (incorporated by reference to the Company’s Quarterly Report on Form 10-Q (File No. 001-38520)), filed with the SEC on August 7, 2019. | | ||
| 4.1 | | | Specimen Share Certificate evidencing the ordinary shares of MeiraGTx Holdings plc (incorporated by reference to the Company’s Registration Statement on Form S-1 (File No. 333-224914)), filed with the SEC on May 29, 2018. | | ||
| 5.1 | | | | |||
| 10.1 | | | | |||
| 10.2 | | | | |||
| 23.1 | | | | |||
| 23.2 | | | | |||
| 24.1 | | | | |||
| 107 | | | |
| SIGNATURE | | | TITLE | | | DATE | |
| /s/ Alexandria Forbes, Ph.D. Alexandria Forbes, Ph.D. | | | President, Chief Executive Officer and Director (principal executive officer) | | | August 3, 2023 | |
| /s/ Richard Giroux Richard Giroux | | | Chief Operating Officer and Chief Financial Officer (principal financial officer and principal accounting officer) and MeiraGTx Holding plc’s authorized representative in the United States | | | August 3, 2023 | |
| /s/ Keith R. Harris, Ph.D Keith R. Harris, Ph.D. | | | Chairman of the Board of Directors | | | August 3, 2023 | |
| /s/ Ellen Hukkelhoven, Ph.D. Ellen Hukkelhoven, Ph.D. | | | Director | | | August 3, 2023 | |
| /s/ Martin Indyk, Ph.D. Martin Indyk, Ph.D. | | | Director | | | August 3, 2023 | |
| SIGNATURE | | | TITLE | | | DATE | |
| /s/ Lord Mendoza Lord Mendoza | | | Director | | | August 3, 2023 | |
| /s/ Nicole Seligman Nicole Seligman | | | Director | | | August 3, 2023 | |
| /s/ Thomas E. Shenk, Ph.D. Thomas E. Shenk, Ph.D. | | | Director | | | August 3, 2023 | |
| /s/ Debra Yu, M.D. Debra Yu, M.D. | | | Director | | | August 3, 2023 | |