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Shionogi & Co., Ltd. reported beneficial ownership of 2,953,817 shares of Apnimed, Inc. common stock, equal to 7.10% of the class. Shionogi reported sole voting and dispositive power over all 2,953,817 shares and based the percentage on 41,630,779 shares outstanding as of September 4, 2026. The statement was signed by Isao Teshirogi, Ph.D., Shionogi’s Representative Director, President and CEO.
Key Figures
Beneficial ownership:2,953,817 sharesPercent of class:7.10%Shares outstanding:41,630,779 shares
3 metrics
Beneficial ownership2,953,817 sharesApnimed common stock
Percent of class7.10%Shionogi's beneficial ownership
Shares outstanding41,630,779 sharesAs of September 4, 2026
Key Terms
beneficially owned, Sole Voting Power, Sole Dispositive Power
3 terms
beneficially ownedregulatory
"Amount beneficially owned: 2,953,817 shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Sole Voting Powerregulatory
"Sole Voting Power 2,953,817.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
Sole Dispositive Powerregulatory
"Sole Dispositive Power 2,953,817.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How many APMD shares does Shionogi beneficially own?
Shionogi & Co., Ltd. reported beneficial ownership of 2,953,817 shares of Apnimed common stock, equal to 7.10% of the class. It reported sole voting and sole dispositive power over all 2,953,817 shares.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Apnimed, Inc.
(Name of Issuer)
Common Stock, par value $0.00001 per share
(Title of Class of Securities)
03770Y107
(CUSIP Number)
09/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
03770Y107
1
Names of Reporting Persons
SHIONOGI & CO LTD
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
JAPAN
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
2,953,817.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
2,953,817.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,953,817.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.10 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: None.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Apnimed, Inc.
(b)
Address of issuer's principal executive offices:
39 John F. Kennedy Street, 4th Floor, Cambridge, Massachusetts 02138
Item 2.
(a)
Name of person filing:
SHIONOGI & CO LTD
(b)
Address or principal business office or, if none, residence:
Grand Green Osaka South Building Park Tower 26F, 5-54 Ofukacho, Kita-ku, Osaka, Japan 530-0011
(c)
Citizenship:
Japan
(d)
Title of class of securities:
Common Stock, par value $0.00001 per share
(e)
CUSIP Number(s):
03770Y107
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)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
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)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
2,953,817 shares of Common Stock
(b)
Percent of class:
7.10%. This percentage is calculated based on 41,630,779 shares of Common Stock issued and outstanding as of September 4, 2026, as reported by the issuer in its quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2026, filed with the Securities and Exchange Commission on September 8, 2026.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
2,953,817
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
2,953,817
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 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
Item 10.
Certifications:
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.
SHIONOGI & CO LTD
Signature:
/s/ Isao Teshirogi
Name/Title:
Isao Teshirogi, Ph.D. / Representative Director, President and CEO
