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

SCHEDULE 13G 
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1 – Exit Filing)*

AKERO THERAPEUTICS, INC.

(Name of Issuer)


Common Stock, $0.0001 par value per share
(Title of Class of Securities)

00973Y108
(CUSIP Number)

December 31, 2023
(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)
|X| 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 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 (however, see the Notes).
 
 
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CUSIP No. 00973Y108


 
1.Names of Reporting Persons. PFIZER INC. 13-5315170
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: Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH REPORTING
PERSON WITH:
5.Sole Voting Power: 2,525,252 shares of common stock, $0.0001 par value per share ("Common Stock")
6.Shared Voting Power: -0-
7.Sole Dispositive Power: 2,525,252 shares of Common Stock
8.Shared Dispositive Power: -0-
9.Aggregate Amount Beneficially Owned by Each Reporting Person: 2,525,252 shares of Common Stock are beneficially owned by Pfizer Inc.
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
11.
Percent of Class Represented by Amount in Row (9): 4.53%(1)
12.Type of Reporting Person (See Instructions): CO
 
 
(1) Based on 55,709,783 shares of Common Stock outstanding as of November 3, 2023 reported in the issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2023.


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CUSIP No. 00973Y108



ITEM 1.
(A) NAME OF ISSUER:
Akero Therapeutics, Inc.

(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICE:
601 Gateway Boulevard, Suite 350
South San Francisco, California 94080

 

ITEM 2.
(A) NAME OF PERSONS FILING:
Pfizer Inc.

(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR IF NONE, RESIDENCE:

66 Hudson Boulevard East
New York, New York 10001

(C) CITIZENSHIP:
Delaware, U.S.A.

(D) TITLE OF CLASS OF SECURITIES:
Common Stock

(E) CUSIP NUMBER:
00973Y108
 
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: Not applicable.
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78os).
(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).

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CUSIP No. 00973Y108

(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 association 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-US institution, in accordance with §240.13d-1(b)(1)(ii)(J);
(k)
Group, in accordance with §230.405 240.13d-1(b)(1)(ii)(K).

If filing as a non-US institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: Not applicable.

ITEM 4. OWNERSHIP.  
The information requested in this item is incorporated herein by reference to the cover page to this Schedule 13G.

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 5 percent of the class of securities, check the following |X|.

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
Not applicable.

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable.

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CUSIP No. 00973Y108

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 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, other than activities solely in connection with a nomination under §240.14a-11.


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CUSIP No. 00973Y108

 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.

Dated: February14. 2024

PFIZER INC.

By: /s/ Susan Grant
Name: Susan Grant
Title: Assistant Secretary

Page 6 of 6

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