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SCHEDULE 13D 0001633120 XXXXXXXX LIVE Ordinary Shares, nominal value Euro 0.04 per share 05/23/2025 true 0001612940 N71542109 ProQR Therapeutics N.V. Zernikedreef 9 LEIDEN P7 2333 CK Van Herk Investments B.V. 31-10-241-1555 Lichtenauerlaan 30 The Netherlands P7 3062 ME Jan J.H. Joosten 1.917.446.1306 Pierson Ferdinand LLP 1270 Ave of the Americas 7th Fl Ste 1050 New York NY 10020 0001633120 N Van Herk Investments B.V. BK WC PF N P7 11501995.00 0.00 11501995.00 0.00 11501995.00 N 10.9 CO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of ProQR Therapeutics N.V. (the "Issuer") issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Van Herk Investments THI B.V. BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 CO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Van Herk Private Equity Investments B.V. BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 CO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Stichting Administratiekantoor Penulata BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 OO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Van Herk Management Services B.V. BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 CO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Onroerend Goed Beheer- en Beleggingsmaatschappij A. van Herk B.V. BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 CO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y A. van Herk Holding B.V. BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 CO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Stichting Administratiekantoor Abchrys BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 OO * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Y Adrianus van Herk BK WC PF N P7 0.00 11501995.00 0.00 11501995.00 11501995.00 N 10.9 IN * Based on 105,342,963 ordinary shares, nominal value Euro 0.04 per share, of the Issuer issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 6-K filed with the SEC on May 8, 2025. Ordinary Shares, nominal value Euro 0.04 per share ProQR Therapeutics N.V. Zernikedreef 9 LEIDEN P7 2333 CK This statement is being filed by (i) Van Herk Investments B.V., a private company with limited liability incorporated under the laws of the Netherlands ("VHI"), with respect to Ordinary Shares, nominal value Euro 0.04 per share (the "Ordinary Shares"), beneficially owned by it, (ii) Van Herk Investments THI B.V., a private company with limited liability incorporated under the laws of the Netherlands ("VHIT"), with respect to Ordinary Shares beneficially owned by VHI, (iii) Van Herk Private Equity Investments B.V., a private company with limited liability incorporated under the laws of the Netherlands ("VHPI"), with respect to Ordinary Shares beneficially owned by VHI and VHIT, (iv) Stichting Administratiekantoor Penulata, a foundation organized under the laws of the Netherlands ("Penulata"), with respect to Ordinary Shares beneficially owned by VHI, VHIT and VHPI, (v) Van Herk Management Services B.V., a private company with limited liability incorporated under the laws of the Netherlands ("VHMS"), with respect to Ordinary Shares beneficially owned by VHI, VHIT and VHPI, (vi) Onroerend Goed Beheer- en Beleggingsmaatschappij A. van Herk B.V., a private company with limited liability incorporated under the laws of the Netherlands ("OGBBA"), with respect to Ordinary Shares beneficially owned by VHI, VHIT, VHPI and VHMS, (vii) A. van Herk Holding B.V., a private company with limited liability incorporated under the laws of the Netherlands ("Holdings"), with respect to Ordinary Shares beneficially owned by VHI, VHIT, VHPI, VHMS and OGBBA, (viii) Stichting Administratiekantoor Abchrys, a foundation organized under the laws of the Netherlands ("Abchrys"), with respect to Ordinary Shares beneficially owned by VHI, VHIT, VHPI, VHMS, OGBBA and Holdings, and (ix) Adrianus van Herk ("Mr. van Herk") with respect to Ordinary Shares beneficially owned by VHI, VHIT, VHPI, VHMS, OGBBA, Holdings, Penulata and Abchrys. Each of Mr. van Herk, VHIT, VHPI, Penulata, VHMS, OGBBA, Holdings and Abchrys disclaims beneficial ownership of the securities covered by this statement. The principal business address of each of Mr. van Herk, VHI, VHIT, VHPI, Penulata, VHMS, OGBBA, Holdings and Abchrys is: Lichtenauerlaan 30 3062 ME Rotterdam The Netherlands Mr. van Herk is (i) an investor, (ii) the holder of all of the depositary receipts issued by Penulata and Abchrys, (iii) the sole board member of Penulata and Abchrys, and (iv) the sole managing director of VHMS, OGBBA and Holdings. Penulata holds substantially all of the issued and outstanding shares of VHPI. VHPI is the sole shareholder of VHIT. VHIT is the sole shareholder of VHI. VHI is principally engaged in making investments. Abchrys holds substantially all of the issued and outstanding shares of Holdings. Holdings is the sole shareholder of OGBBA. OGBBA is the sole shareholder of VHMS and is principally engaged in making investments. VHMS is the sole managing director of VHI, VHIT and VHPI. During the last five years, none of the Reporting Persons, nor, to the knowledge of the Reporting Persons, none of the executive officers or directors of the Reporting Persons, if applicable, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). During the last five years, none of the Reporting Persons, nor, to the knowledge of the Reporting Persons, none of the executive officers or directors of the Reporting Persons, if applicable, has been a party to a civil proceeding of a judicial or administrative body of a competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Each of VHI, VHIT, VHPI, VHMS, OGBBA and Holdings is a private company with limited liability incorporated under the laws of the Netherlands. Penulata and Abchrys are Netherlands foundations. Mr. van Herk is a citizen of the Netherlands. In September 2023, VHI acquired its initial investment in the Issuer from Mr. van Herk, who had acquired Ordinary Shares in open market transactions over time. From time to time since September 2023, VHI has acquired Ordinary Shares in open market transactions for its own account. The sources of the funding for the purchase of Ordinary Shares were the general working capital of VHI or the personal funds of Mr. van Herk, as applicable. The working capital of VHI is in part funded by margin loans provided by various banks. The shares of Ordinary Shares held by VHI, together with certain other securities, have been pledged as security for such loans. On May 23, 2025, VHI provided notice by letter to the Issuer's board of directors of VHI's position that the Issuer had failed to fulfil its corporate governance duties towards the Issuer's stakeholders by proposing the reappointment to the board of directors of Mr. James Shannon ("Shannon") and Mr. Daniel de Boer ("De Boer") at the Issuer's June 3, 2025 annual general meeting ("AGM"), contrary to the Dutch Corporate Governance Code and the Issuer's Board Rules. VHI further urged that the Issuer's board of directors withdraw the agenda items to reappoint Shannon and De Boer at the AGM. A copy of VHI's May 23, 2025 letter to the Issuer's board of directors is filed as an exhibit herewith and is incorporated herein by reference. The Reporting Persons acquired the Ordinary Shares reported herein for investment purposes in the ordinary course of business. Except as described above, the Reporting Persons have no present plans or proposals that relate to or that would result in any of the actions specified in Item 4 of Schedule 13D of the Act, but the Reporting Persons reserve the right to propose, undertake or participate in any such actions in the future. The information set forth in or incorporated by reference in Items 2, 3, 4 and 6 and on the cover pages of this Schedule 13D is incorporated by reference in its entirety into this Item 5. The information set forth in or incorporated by reference in Items 2, 3, 4 and 6 and on the cover pages of this Schedule 13D is incorporated by reference in its entirety into this Item 5. No transactions in Ordinary Shares of the Issuer have been effected during the past sixty days by any of the Reporting Persons. Except as set forth herein, to the knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any securities of the Issuer beneficially owned by the Reporting Persons as described in this Item 5. Not applicable. There are no contracts, arrangements, understandings or relationships legal or otherwise among the persons named in Item 2 and between such persons and any person with respect to the Ordinary Shares, including but not limited to transfer or voting of the Ordinary Shares, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies as of the date hereof. 99.1* Letter, dated May 23, 2025, from Van Herk Investments B.V. to the board of directors of ProQR Therapeutics N.V. 99.2* Joint Filing Agreement, dated May 28, 2025, by and among the Reporting Persons, as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. 99.3 Power of Attorney, dated as of September 16, 2019, by and among the Reporting Persons, incorporated by reference herein by reference to Exhibit 99.2 to Amendment No. 3 to Schedule 13G filed by the Reporting Persons on September 17, 2019 with respect to Zealand Pharma A/S (File No. 001-38178). * Filed herewith. Van Herk Investments B.V. /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Van Herk Investments THI B.V. /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Van Herk Private Equity Investments B.V. /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Stichting Administratiekantoor Penulata /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Van Herk Management Services B.V. /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Onroerend Goed Beheer- en Beleggingsmaatschappij A. van Herk B.V. /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 A. van Herk Holding B.V. /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Stichting Administratiekantoor Abchrys /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 Adrianus van Herk /s/ Erik G.A. Esveld Erik G.A. Esveld/Attorney-In-Fact* 05/28/2025 * Pursuant to a Power of Attorney, dated as of September 16, 2019, by and among the Reporting Persons.