3//SEC Filing
Apeiron Presight Capital Fund II, L.P. 3
Accession 0001415889-24-002344
CIK 0001999480other
Filed
Feb 1, 7:00 PM ET
Accepted
Feb 2, 4:54 PM ET
Size
17.5 KB
Accession
0001415889-24-002344
Insider Transaction Report
Form 3
Apeiron Investment Group Ltd.
10% Owner
Holdings
- (indirect: By Apeiron Presight Capital Fund II, L.P.)
Series A Preferred Stock
→ Common Stock (478,359 underlying) - (indirect: By Apeiron Presight Capital Fund II, L.P.)
Series B Preferred Stock
→ Common Stock (196,299 underlying) - (indirect: By Co-Investment Fund 3, a Sub-Fund of Apeiron SICAV Ltd)
Series A Preferred Stock
→ Common Stock (1,148,063 underlying) - (indirect: By Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE)
Series A Preferred Stock
→ Common Stock (287,015 underlying) - (indirect: By Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE)
Series B Preferred Stock
→ Common Stock (196,299 underlying) Warrants to Purchase Series A Preferred Stock (right to buy)
Exercise: $4.70→ Series A Preferred Stock (444,561 underlying)Series A Preferred Stock
→ Common Stock (182,577 underlying)
Holdings
- (indirect: By Apeiron Presight Capital Fund II, L.P.)
Series A Preferred Stock
→ Common Stock (478,359 underlying) - (indirect: By Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE)
Series A Preferred Stock
→ Common Stock (287,015 underlying) - (indirect: By Co-Investment Fund 3, a Sub-Fund of Apeiron SICAV Ltd)
Series A Preferred Stock
→ Common Stock (1,148,063 underlying) - (indirect: By Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE)
Series B Preferred Stock
→ Common Stock (196,299 underlying) Series A Preferred Stock
→ Common Stock (182,577 underlying)- (indirect: By Apeiron Presight Capital Fund II, L.P.)
Series B Preferred Stock
→ Common Stock (196,299 underlying) Warrants to Purchase Series A Preferred Stock (right to buy)
Exercise: $4.70→ Series A Preferred Stock (444,561 underlying)
Angermayer Christian
10% Owner
Holdings
Series A Preferred Stock
→ Common Stock (182,577 underlying)- (indirect: By Co-Investment Fund 3, a Sub-Fund of Apeiron SICAV Ltd)
Series A Preferred Stock
→ Common Stock (1,148,063 underlying) - (indirect: By Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE)
Series A Preferred Stock
→ Common Stock (287,015 underlying) - (indirect: By Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE)
Series B Preferred Stock
→ Common Stock (196,299 underlying) Warrants to Purchase Series A Preferred Stock (right to buy)
Exercise: $4.70→ Series A Preferred Stock (444,561 underlying)- (indirect: By Apeiron Presight Capital Fund II, L.P.)
Series A Preferred Stock
→ Common Stock (478,359 underlying) - (indirect: By Apeiron Presight Capital Fund II, L.P.)
Series B Preferred Stock
→ Common Stock (196,299 underlying)
Footnotes (8)
- [F1]Each share of Series A Preferred Stock is convertible at any time, at the holder's election, and will automatically convert into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering on a 2.2241 for 1 basis into the number of shares of Common Stock shown in column 3 and has no expiration date.
- [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.
- [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.
- [F4]Each share of Series B Preferred Stock is convertible at any time, at the holder's election, and will automatically convert into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering on a 2.1226069 for 1 basis into the number of shares of Common Stock shown in column 3 and has no expiration date.
- [F5]The reportable securities are held by Co-Investment Fund 3, a Sub-Fund of Apeiron SICAV Ltd. ("SICAV 3"). Heinz Daxl is the Director of SICAV 3 and may be deemed to share beneficial ownership of the securities.
- [F6]The reportable securities are held by Apeiron SICAV Ltd. in respect of re.Mind Capital Fund ONE ("SICAV ONE"). Heinz Daxl is the Director of SICAV ONE and may be deemed to share beneficial ownership of the securities.
- [F7]The Warrants to Purchase Series A Preferred Stock (the "Warrants") are currently exercisable. Each Warrant is exercisable until its expiration, which will be triggered upon the closing of the Issuer's initial public offering.
- [F8]Upon the Issuer's consummation of an initial public offering, the Warrants shall be exercised on a cashless basis into shares of Series A Preferred Stock, which shall be automatically converted into shares of Common Stock on a 2.2241 for 1 basis.
Documents
Issuer
Alto Neuroscience, Inc.
CIK 0001999480
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001840676
Filing Metadata
- Form type
- 3
- Filed
- Feb 1, 7:00 PM ET
- Accepted
- Feb 2, 4:54 PM ET
- Size
- 17.5 KB