Home/Filings/8-K/0001104659-26-000197
8-K//Current report

ALUMIS INC. 8-K

Accession 0001104659-26-000197

$ALMSCIK 0001847367operating

Filed

Jan 1, 7:00 PM ET

Accepted

Jan 2, 4:05 PM ET

Size

194.6 KB

Accession

0001104659-26-000197

Research Summary

AI-generated summary of this filing

Updated

Alumis Inc. Issues Notice of Material Breach over $3M Milestone

What Happened Alumis Inc. (through its subsidiary Acelyrin, Inc.) announced on January 2, 2026 that it issued a Notice of Material Breach and Notification of Claim for Indemnification to Climb Bio, Inc. after Climb Bio knowingly and willfully refused to pay a $3,000,000 Development Milestone that was due on January 1, 2026 under the Asset Purchase Agreement (APA) dated January 11, 2024. Climb Bio filed a declaratory judgment action on December 31, 2025 in Delaware Superior Court asserting that budoprutug — the program acquired under the APA — does not qualify as a “Product” under the APA. Alumis/Acelyrin says that position contradicts the APA’s plain terms and Climb Bio’s prior SEC statements.

Key Details

  • $3,000,000 development milestone payment was due January 1, 2026 and was not paid.
  • APA dated January 11, 2024; budoprutug was the program acquired under that agreement.
  • Climb Bio previously disclosed potential payments up to $157.5 million plus single-digit royalties and sublicense fees to Acelyrin in SEC filings.
  • Alumis intends to seek the $3,000,000 (plus interest), indemnification for attorneys’ fees and costs, and other available remedies for material and willful breach.

Why It Matters This dispute involves a contractually required payment tied to a drug program Alumis/Acelyrin sold and could lead to litigation that affects timing and certainty of expected milestone revenue. For investors, the key points are the missed $3.0M payment, the related court filing by Climb Bio challenging whether budoprutug is a covered “Product,” and Alumis’s stated intent to pursue recovery and indemnification. Outcomes could affect Alumis’s near-term cash receipts tied to the APA and may create legal costs and uncertainty until resolved.