Alto Neuroscience Files 8-K: Material Agreement & Equity Sales

TL;DR

Alto Neuroscience just signed a big deal and sold some stock. Watch this space.

AI Summary

On January 13, 2025, Alto Neuroscience, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company also reported unregistered sales of equity securities. The filing includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate actions, including new financial obligations and equity transactions, which could impact the company's financial structure and shareholder value.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements and unregistered equity sales, which can introduce financial obligations and dilution risks.

Key Players & Entities

• Alto Neuroscience, Inc. (company) — Registrant
• January 13, 2025 (date) — Date of earliest event reported

FAQ

From the Filing

0001193125-25-007383.txt : 20250116 0001193125-25-007383.hdr.sgml : 20250116 20250116070017 ACCESSION NUMBER: 0001193125-25-007383 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20250113 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250116 DATE AS OF CHANGE: 20250116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Alto Neuroscience, Inc. CENTRAL INDEX KEY: 0001999480 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 834210124 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41944 FILM NUMBER: 25534308 BUSINESS ADDRESS: STREET 1: 650 CASTRO STREET, SUITE 450 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 BUSINESS PHONE: 773-255-5012 MAIL ADDRESS: STREET 1: 650 CASTRO STREET, SUITE 450 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 8-K 1 d891653d8k.htm 8-K 8-K false 0001999480 0001999480 2025-01-13 2025-01-13     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025     ALTO NEUROSCIENCE, INC. (Exact Name of Registrant as Specified in its Charter)       Delaware   001-41944   83-4210124 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)   650 Castro Street , Suite 450 , Mountain View , CA   94041 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: (650) 200-0412 N/A (Former name or former address, if changed since last report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $0.0001 par value per share   ANRO   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐       Item 1.01 Entry into a Material Definitive Agreement. On January 13, 2025 (the “Effective Date”), Alto Neuroscience, Inc. (the “Company”) entered into that certain First Amendment to Loan and Security Agreement (the “Amendment”) with K2 HealthVentures LLC as lender (the “Lender”) and administrative agent (in such capacity, the “Administrative Agent”) and Ankura Trust Company, LLC,