Alumis Inc. Files 8-K for Equity Sales and Financials

TL;DR

Alumis Inc. just filed an 8-K for unregistered equity sales. Check financials.

AI Summary

On June 27, 2024, Alumis Inc. entered into a Material Definitive Agreement related to unregistered sales of equity securities. The filing also includes financial statements and exhibits. Alumis Inc. was formerly known as Esker Therapeutics, Inc. and FL2021-001, Inc.

Why It Matters

This 8-K filing indicates Alumis Inc. has engaged in unregistered equity sales, which could impact its share structure and financial reporting.

Risk Assessment

Risk Level: medium — Unregistered equity sales can sometimes signal financial distress or dilution concerns for existing shareholders.

Key Players & Entities

• Alumis Inc. (company) — Registrant
• Esker Therapeutics, Inc. (company) — Former company name
• FL2021-001, Inc. (company) — Former company name
• June 27, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — ge on which registered Common Stock, $0.0001 par value per share ALMS The Nasdaq
• $16.00 — ng common stock at a price per share of $16.00 (the "Private Placement"). The total pu
• $40.0 million — total purchase price shall be equal to $40.0 million. The Private Placement is scheduled to

Filing Documents

• tm2418883d1_8k.htm (8-K) — 28KB
• tm2418883d1_ex10-1.htm (EX-10.1) — 62KB
• 0001104659-24-077762.txt ( ) — 276KB
• alms-20240627.xsd (EX-101.SCH) — 3KB
• alms-20240627_lab.xml (EX-101.LAB) — 33KB
• alms-20240627_pre.xml (EX-101.PRE) — 22KB
• tm2418883d1_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement On June 27, 2024, Alumis Inc. (the "Company") entered into a common stock purchase agreement (the "Stock Purchase Agreement") with AyurMaya Capital Management Fund, LP ("AyurMaya"). Pursuant to the Stock Purchase Agreement, AyurMaya agreed to purchase, and the Company agreed to issue to AyurMaya, 2,500,000 shares of the Company's voting common stock at a price per share of $16.00 (the "Private Placement"). The total purchase price shall be equal to $40.0 million. The Private Placement is scheduled to close on or before July 22, 2024. The Stock Purchase Agreement contains customary representations, warranties and agreements by the Company and customary obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Stock Purchase Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The Stock Purchase Agreement is filed as Exhibit 10.1 to this Current Report and is incorporated herein by reference. The description of the Stock Purchase Agreement in this Current Report is a summary and is qualified in its entirety by the terms of the Stock Purchase Agreement.

02 Unregistered Sales of Equity

Item 3.02 Unregistered Sales of Equity Securities The information set forth in Item 1.01 of this Current Report is hereby incorporated in this Item 3.02 by reference. The Private Placement will be taken in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 4(a)(2) thereof and Rule 506 of Regulation D promulgated thereunder.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Common Stock Purchase Agreement, by and between the Registrant and AyurMaya Capital Management Fund, LP, dated as of June 27, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Alumis Inc. By: /s/ Martin Babler Martin Babler President and Chief Executive Officer and Director Dated: July 3, 2024

View Full Filing

View this 8-K filing on SEC EDGAR