Alto Neuroscience Inc (ANRO) Form 4 Filed by Apeiron Presight Capital Fund II, L.P. and 2 Others, Mar 06, 2024

SEC Form 4 · No Market Transaction
Conversion

Conversion of derivative securities.

Reporting Owners
Apeiron Presight Capital Fund II, L.P.
Other
Apeiron Investment Group Ltd.
Other
Christian Angermayer
Other
TXN 2024-02-06 · FILED 2024-03-06
Equity Position 927K sh 0 → 926,539
Filing Lag 20 business days late vs 2-day SEC deadline
Form 4 · Statement of Changes in Beneficial Ownership

Alto Neuroscience Inc

ANRO CIK 0001999480
All Alto Neuroscience Inc insider activity
Filing Date
2024-03-06
Report Date
2024-02-06
Accession No.
0000950170-24-026885
Accepted At
2024-03-06 14:15 UTC
Reporting Owners
Name Relationship
Apeiron Presight Capital Fund II, L.P. CIK 0001840676
See Remarks
Apeiron Investment Group Ltd. CIK 0001845711
See Remarks
Christian Angermayer CIK 0001845872
See Remarks
Non-Derivative Securities Transactions
Title Date Type Shares Price Net Total Post-Txn Ownership
Common StockF1F2 2024-02-06 C - Conversion 251,881 A — 251,881 Direct
Common StockF1F3 2024-02-06 C - Conversion 674,658 A — 674,658 Indirect By Apeiron Presight Capital Fund II, L.P.(
Derivative Securities Transactions
Title Strike Date Type Shares Price Expiration Underlying Ownership
Warrants to Purchase Series A Preferred StockF4F4F4F4F2 2024-02-06 C - Conversion 444,561 D 69,304 Common Stock Direct
Series A Preferred StockF1F1F1F1F2 2024-02-06 C - Conversion 406,072 D 182,577 Common Stock Direct
Series A Preferred StockF1F1F1F1F3 2024-02-06 C - Conversion 1,063,918 D 478,359 Common Stock Indirect By Apeiron Presight Capital Fund II, L.P.
Series B Preferred StockF5F1F5F5F3 2024-02-06 C - Conversion 416,665 D 196,299 Common Stock Indirect By Apeiron Presight Capital Fund II, L.P.
Footnotes (5)
F1
In connection with the closing of the Issuer's initial public offering, each share of Series A preferred stock automatically converted into common stock 2.2241 for 1 basis. Show more
F2
The reportable securities are held by Apeiron Investment Group Ltd. ("Apeiron"). Christian Angermayer, as the majority shareholder of Apeiron, may be deemed to beneficially own the securities. Show more
F3
The reportable securities are held by Apeiron Presight Capital Fund II, L.P. ("Apeiron Presight"). Apeiron Investment Group Ltd. ("Apeiron") and Fabian Hansen are the managing members of Presight Capital Management I, L.L.C. ("Presight Management"), which is the general partner of Apeiron Presight. As a result, each of Apeiron, Mr. Hansen and Presight Management may be deemed to share beneficial ownership of the securities. Show more
F4
In connection with the closing of the Issuer's initial public offering, the Warrants were exercised on a cashless basis into shares of Series A Preferred Stock, which were automatically converted into shares of Common Stock on a 2.2241 for 1 basis. Show more
F5
In connection with the closing of the Issuer's initial public offering, each share of Series B Preferred automatically converted into common stock on a 2.1226069 for 1 basis. Show more
Remarks

The Form 3 filed by the Reporting Persons on February 2, 2024 inadvertently included securities Apeiron SICAV Ltd. The Reporting Persons do not have voting or dispositve power over such securities and disclaim any beneficial ownership of such securities. As a result of foregoing, the Reporting Persons were inadvertently characterized as 10% owners.

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