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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities and Exchange Act of 1934
(Amendment No. 1)*
vTv Therapeutics Inc.
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(Name of Issuer)
Class A common stock, par value $0.01 per share
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(Title of Class of Securities)
918385105
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(CUSIP Number)
November 30, 2016
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[X] Rule 13d-1 (b)
[ ] Rule 13d-1 (c)
[ ] Rule 13d-1 (d)
* 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 the disclosures provided
in a prior cover page.
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. 918385105 13G
1 Name of Reporting Person
Piper Jaffray & Co.
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2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
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3 SEC Use Only
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4 Citizenship or Place of Organization
Delaware
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Number of
5 Sole Voting Power
Shares 181,910 Shares
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Beneficially
6 Shared Voting Power
Owned By 0 Shares
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Each
7 Sole Dispositive Power
Reporting 181,910 Shares
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Person
8 Shared Dispositive Power
With 0 Shares
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9 Aggregate Amount Beneficially Owned by Each Reporting Person
181,910 Shares
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10 Check if the Aggregate Amount in Row (9) Excludes Certain
Shares [ ]
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11 Percent of Class Represented by Amount in Row (9)
1.9%
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12 Type of Reporting Person
BD
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CUSIP NO. 918385105 13G
1 Name of Reporting Person
Piper Jaffray Companies
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2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
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3 SEC Use Only
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4 Citizenship or Place of Organization
Delaware
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Number of
5 Sole Voting Power
Shares 0
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Beneficially
6 Shared Voting Power
Owned By 181,910
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Each
7 Sole Dispositive Power
Reporting 0
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Person
8 Shared Dispositive Power
With 181,910
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9 Aggregate Amount Beneficially Owned by Each Reporting Person
181,910 Shares
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10 Check if the Aggregate Amount in Row (9) Excludes Certain
Shares [ ]
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11 Percent of Class Represented by Amount in Row (9)
1.9%
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12 Type of Reporting Person
HC
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Item 1 (a) Name of Issuer: vTv Therapeutics Inc.
(b) Name of Issuer's Principal Executive Offices:
4170 Mendenhall Oaks Pkwy
High Point, NC 27265
Item 2 (a) Person Filing:
(i) Piper Jaffray & Co.
(ii) Piper Jaffray Companies
(b) Address:
Piper Jaffray & Co. and Piper Jaffray Companies:
800 Nicollet Mall Suite 800
Minneapolis, MN 55402
(c) Citizenship:
Piper Jaffray & Co. and Piper Jaffray Companies:
Delaware
(d) Title of Class of Securities:
Class A common stock, par value $0.01 per share
(e) CUSIP Number: 918385105
Item 3 If this statement is filed pursuant to sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
(i) Piper Jaffray & Co. is a broker or dealer registered
under Section 15 of the Act (15 U.S.C. 78o);
(ii) Piper Jaffray Companies is a parent holding company
or control person in accordance with section
240.13d-1(b)(1)(ii)(G)
Item 4 Ownership
(a) Amount Beneficially Owned:
(i) Piper Jaffray & Co.: 181,910 Shares
(ii) Piper Jaffray Companies: 181,910 Shares
(b) Percent of Class
(i) Piper Jaffray & Co.: 1.9%
(ii) Piper Jaffray Companies: 1.9%
(c) Number of shares as to which reporting person has:
(1) Sole power to vote or direct vote:
(i) Piper Jaffray & Co.: 181,910
(ii) Piper Jaffray Companies: 0
(2) Shared power to vote or direct the vote:
(i) Piper Jaffray & Co.: 0
(ii) Piper Jaffray Companies: 181,910
(3) Sole power to dispose or to direct disposition of:
(i) Piper Jaffray & Co.: 181,910
(ii) Piper Jaffray Companies: 0
(4) Shared power to dispose or to direct the disposition of:
(i) Piper Jaffray & Co.: 0
(ii) Piper Jaffray Companies: 181,910
Item 5 Ownership of Five Percent or Less of a Class:
(X)
Item 6 Ownership of More than Five Percent on Behalf of Another
Person:
Item 7 Identification and Classification of the Subsidiary
Which Acquired the Security being Reported on by the
Parent Holding Company:
Not Applicable
Item 8 Identification and Classification if Members of
the Group:
Not Applicable
Item 9 Notice of Dissolution of Group:
Not Applicable
Item 10 Certification
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or
as a participant in any transaction having that purpose or effect.
In accordance with Rule 13d-4 of the Securities Exchange Act of 1934, each
of the persons filing this statement expressly disclaim the beneficial
ownership of the securities covered by this statement and the filing of
this report shall not be construed as an admission by such persons that
they are the beneficial owners of such securities.
SIGNATURE
The undersigned certify, after reasonable inquiry and to the best knowledge
and belief of the undersigned, that the information set forth in this
Statement is true, complete and correct. The undersigned agree to the
filing of this single Statement on Schedule 13G.
Piper Jaffray & Co.
Date: December 28, 2016 By: /s/ Ann C. McCague
Name: Ann C. McCague
Title: Chief Compliance Officer
Piper Jaffray Companies
Date: December 28, 2016 By: /s/ Timothy L. Carter
Name: Timothy L. Carter
Title: Treasurer
Exhibit 1
Joint Filing Agreement
WHEREAS, in accordance with Rule 13d-1(k)(1) under the Securities
and Exchange Act of 1934 (the Act), only one joint Statement and
any amendments thereto need to be filed whenever one or more persons
are required to file such a Statement or any amendments thereto
pursuant to Section 13(d) of the Act with respect to the same
securities,provided that said persons agree in writing that such
Statement or amendments thereto is filed on behalf of each of them;
NOW, THEREFORE, the parties hereto agree as follows:
Piper Jaffray & Co. and Piper Jaffray Companies, do hereby
agree, in accordance with Rule 13d-1(k)(1) under the Act, to
file a Statement on Schedule 13G relating to their ownership of
the Class A common stock, par value $0.01 in the Issuer, and do
hereby further agree that said Statement on Schedule 13G shall
be filed on behalf of each of them.
Piper Jaffray & Co.
Date: December 28, 2016 By: /s/ Ann C. McCague
Name: Ann C. McCague
Title: Chief Compliance Officer
Piper Jaffray Companies
Date: December 28, 2016 By: /s/ Timothy L. Carter
Name: Timothy L. Carter
Title: Treasurer