Foresite Capital Fund V, L.P. 4
4 · ALUMIS INC. · Filed Apr 3, 2026
Research Summary
AI-generated summary of this filing
ALUMIS (ALMS) 10% Owner Foresite Capital Transfers Shares
What Happened
Foresite Capital Management VI LLC (a reported 10% owner) disclosed a series of pro rata, in‑kind transfers of ALUMIS, INC. (ALMS) common stock on April 1, 2026. The filing shows total dispositions of 2,299,807 shares (1,176,470 and 1,123,337) and total acquisitions of 1,803,823 shares (1,123,337 and 680,486). All transfers were recorded at $0.00 per share (no cash exchanged), resulting in a net decrease of 495,984 shares held by the reporting entity. The transactions are coded as “Other acquisition or disposition (J)” and described in footnotes as pro rata in‑kind distributions under Rules 16a‑13 and/or 16a‑9.
Key Details
- Transaction date: 2026-04-01; Form 4 filed: 2026-04-03 (appears timely).
- Individual transactions reported:
- Disposed 1,176,470 shares @ $0.00 (J)
- Acquired 1,123,337 shares @ $0.00 (J)
- Disposed 1,123,337 shares @ $0.00 (J)
- Acquired 680,486 shares @ $0.00 (J)
- Net change: −495,984 shares. Total consideration shown: $0.
- Shares owned after transaction: not specified in the provided summary of this filing.
- Footnotes: transactions described as pro rata, in‑kind distributions (not purchases/sales) under Rules 16a‑13/16a‑9; some shares are held of record by related funds (e.g., Fund VI, Labs entities) where Foresite entities or managers may have voting/dispositive power.
- This Form 4 is one of three filed the same date covering related reporting persons (Tananbaum, Labs Affiliates, and Labs).
Context
- “J” other acquisition/disposition entries and $0 consideration indicate internal reallocations or in‑kind distributions among affiliated funds/members, not open‑market buying or selling. Such transfers are common for fund structuring and do not necessarily reflect a manager’s view of the company’s prospects.
- As a 10% institutional owner, this activity is best read as an institutional reallocation/administrative transfer rather than executive insider trading.
Insider Transaction Report
Form 4
ALUMIS INC.ALMS
Foresite Capital Management VI LLC
10% Owner
Transactions
- Other
Common Stock
[F1][F2]2026-04-01−1,176,470→ 0 total(indirect: See Footnote) - Other
Common Stock
[F3][F4]2026-04-01+1,123,337→ 1,123,337 total(indirect: See Footnote) - Other
Common Stock
[F5][F4]2026-04-01−1,123,337→ 0 total(indirect: See Footnote) - Other
Common Stock
[F6][F7]2026-04-01+680,486→ 680,486 total(indirect: See Footnote)
Holdings
- 5,702,536(indirect: See Footnote)
Common Stock
[F8] - 2,908,332(indirect: See Footnote)
Common Stock
[F9] - 4,247,670(indirect: See Footnote)
Common Stock
[F10] - 194,459(indirect: See Footnote)
Common Stock
[F11] - 1,960,337(indirect: See Footnote)
Common Stock
[F12]
Footnotes (12)
- [F1]Represents a pro rata, in-kind distribution, and not a purchase or sale, without additional consideration by Foresite Labs Affiliates 2021, LLC ("Labs Affiliates") to its members in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
- [F10]The shares are held of record by Foresite Capital Fund VI, L.P. ("Fund VI"). Foresite Capital Management VI, LLC ("FCM VI") is the general partner of Fund VI and may be deemed to have sole voting and dispositive power over such shares. Tananbaum, the managing member of FCM VI, may be deemed to have sole voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and, other than Fund VI, disclaims beneficial ownership of the shares held by Fund VI, except to the extent of such person's pecuniary interest in such securities.
- [F11]The shares are held of record by Labs Co-Invest V, LLC ("Labs Co-Invest"). FCM V is the managing member of Labs Co-Invest and may be deemed to have sole voting and dispositive power over such shares. Tananbaum, the managing member of FCM V, may be deemed to have sole voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and, other than Labs Co-Invest, disclaims beneficial ownership of the shares held by Labs Co-Invest, except to the extent of such person's pecuniary interest in such securities.
- [F12]The shares are held of record by Foresite Labs Fund I, L.P. ("Labs Fund I"). Foresite Labs Management I, LLC ("FLM I") is the general partner of Labs Fund I and may be deemed to have sole voting and dispositive power over such shares. Tananbaum, the managing member of FLM I, may be deemed to have sole voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and, other than Labs Fund I, disclaims beneficial ownership of the shares held by Labs Fund I, except to the extent of such person's pecuniary interest in such securities.
- [F2]The shares are held of record by Labs Affiliates. Foresite Labs, LLC ("Labs") is the managing member of Labs Affiliates and may be deemed to have sole voting and dispositive power over such shares. James B. Tananbaum ("Tananbaum"), a manager of Labs, may be deemed to share voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and disclaims beneficial ownership of the shares held by Labs Affiliates, except to the extent of such person's pecuniary interest in such securities.
- [F3]Represents shares received by Labs pursuant to pro rata distributions by Labs Affiliates, for no consideration, to its members in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Exchange Act.
- [F4]The shares are held of record by Labs. Tananbaum, a manager of Labs, may be deemed to share voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and disclaims beneficial ownership of the shares held by Labs, except to the extent of such person's pecuniary interest in such securities.
- [F5]Represents a pro rata, in-kind distribution, and not a purchase or sale, without additional consideration by Labs to its members in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Exchange Act.
- [F6]Represents shares received by TFL Investment Holdings, LLC ("TFL"). pursuant to pro rata distributions by Labs, for no consideration, to its members in accordance with the exemptions afforded by Rules 16a-13 and/or 16a-9 of the Exchange Act.
- [F7]The shares are held of record by TFL. Tananbaum is the manager of TFL, and James B. Tananbaum and Dana Shonfeld Tananbaum Family Trust, of which Tananbaum is a trustee, is the sole member of TFL. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that any such person is the beneficial owner of such securities, except to the extent of such person's pecuniary interest therein, if any.
- [F8]The shares are held of record by Foresite Capital Fund V, L.P. ("Fund V"). Foresite Capital Management V, LLC ("FCM V") is the general partner of Fund V and may be deemed to have sole voting and dispositive power over such shares. Tananbaum, the managing member of FCM V, may be deemed to have sole voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and, other than Fund V, disclaims beneficial ownership of the shares held by Fund V, except to the extent of such person's pecuniary interest in such securities.
- [F9]The shares are held of record by Foresite Capital Opportunity Fund V, L.P. ("Opportunity Fund V"). Foresite Capital Opportunity Management V, LLC ("FCOM V") is the general partner of Opportunity Fund V and may be deemed to have sole voting and dispositive power over such shares. Tananbaum, the managing member of FCOM V, may be deemed to have sole voting and dispositive power over such shares. Each of the Reporting Persons disclaims the existence of a "group", as defined in Rule 13d-5 of the Exchange Act, and, other than Opportunity Fund V, disclaims beneficial ownership of the shares held by Opportunity Fund V, except to the extent of such person's pecuniary interest in such securities.