Novo Holdings A/S 4

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.