Novo Holdings A/S 4
4 · Avalyn Pharma Inc. · Filed May 5, 2026
Research Summary
AI-generated summary of this filing
Avalyn Pharma (AVLN) — Novo Holdings (10% Owner) Buys $10M Stock
What Happened
Novo Holdings A/S (reported as a 10% owner) reported two types of transactions on 2026-05-01. It made an open-market purchase of 555,555 Avalyn Pharma (AVLN) common shares at $18.00 per share for $9,999,990. The filing also records multiple "conversion of derivative security" entries: several preferred/derivative holdings were converted into common stock (these are recorded as dispositions of the derivative instruments at $0 consideration and as common shares acquired in conversion).
Key Details
- Transaction date: 2026-05-01; Form 4 filed 2026-05-05 (appears timely).
- Cash purchase: 555,555 shares at $18.00 = $9,999,990 total. (Transaction code P)
- Conversions (recorded as derivative conversions, code C): disposed entries of 18,000,000; 1,986,369; 25,899,284; 5,587,603; and 12,558,081 derivative units at $0.00, and an acquisition entry of 3,327,734 common shares via conversion. These conversion entries show $0 consideration because the preferred/derivative instruments were converted, not sold for cash.
- Footnote: Series A, B, C-1, C-2 and D preferred automatically converted into voting common stock on the IPO closing on a 1-for-19.2417 basis for no additional consideration (per footnote F1).
- Shares owned after the transactions are not specified in the provided summary of the filing.
- Insider status: Novo Holdings is a 10% institutional owner (not an executive); these are institutional transactions, not executive compensation or gifts.
Context
- The $10M open-market purchase is a direct cash buy and is typically viewed by investors as a concrete accumulation signal from an institutional holder. The conversion entries reflect automatic preferred-to-common conversions tied to Avalyn's IPO (bookkeeping exchanges at $0 consideration), not cash sales.
- For retail investors: purchases are usually more informative than conversions. These filings are factual records of ownership changes — they do not state motives.
Insider Transaction Report
- Conversion
Voting Common Stock
[F1]2026-05-01+3,327,734→ 3,327,734 total - Purchase
Voting Common Stock
2026-05-01$18.00/sh+555,555$9,999,990→ 3,883,289 total - Conversion
Series A Preferred Stock
[F1]2026-05-01−18,000,000→ 0 total→ Voting Common Stock (935,466 underlying) - Conversion
Series B Preferred Stock
[F1]2026-05-01−1,986,369→ 0 total→ Voting Common Stock (103,232 underlying) - Conversion
Series C-1 Preferred Stock
[F1]2026-05-01−25,899,284→ 0 total→ Voting Common Stock (1,345,997 underlying) - Conversion
Series C-2 Preferred Stock
[F1]2026-05-01−5,587,603→ 0 total→ Voting Common Stock (290,390 underlying) - Conversion
Series D Preferred Stock
[F1]2026-05-01−12,558,081→ 0 total→ Voting Common Stock (652,649 underlying)
Footnotes (1)
- [F1]The Series A Preferred Stock, Series B Preferred Stock, Series C-1 Preferred Stock, Series C-2 Preferred Stock and Series D Preferred Stock automatically converted into voting common stock upon the closing of the Issuer's initial public offering for no additional consideration, on a 1-for-19.2417 basis, and had no expiration date.