Alto Neuroscience Files 8-K

Ticker: ANRO · Form: 8-K · Filed: 2025-06-03T00:00:00.000Z

Sentiment: neutral

Topics: material-agreement, equity-sale, filing

TL;DR

Alto Neuroscience filed an 8-K on 5/31, reporting material agreements and equity sales.

AI Summary

On May 31, 2025, Alto Neuroscience, Inc. entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and other events. This filing was made on June 3, 2025.

Why It Matters

This 8-K filing indicates significant corporate actions by Alto Neuroscience, Inc., including definitive agreements and equity sales, which could impact its financial structure and future operations.

Risk Assessment

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

Key Numbers

Key Players & Entities

FAQ

What type of material definitive agreement did Alto Neuroscience, Inc. enter into?

The filing states that Alto Neuroscience, Inc. entered into a 'Material Definitive Agreement' but does not specify the nature of the agreement in the provided text.

What was the date of the earliest event reported in this 8-K filing?

The date of the earliest event reported is May 31, 2025.

When was this 8-K filing submitted to the SEC?

This 8-K filing was submitted on June 3, 2025.

What are the principal executive offices of Alto Neuroscience, Inc.?

The principal executive offices are located at 650 Castro St, Suite 450, Mountain View, CA 94041.

Besides the material definitive agreement, what other significant events are reported?

The filing also reports on unregistered sales of equity securities and other events.

From the Filing

0001999480-25-000048.txt : 20250603 0001999480-25-000048.hdr.sgml : 20250603 20250603063452 ACCESSION NUMBER: 0001999480-25-000048 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20250531 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250603 DATE AS OF CHANGE: 20250603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Alto Neuroscience, Inc. CENTRAL INDEX KEY: 0001999480 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences EIN: 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: 251017108 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 alto-20250531.htm 8-K alto-20250531 0001999480 False 0001999480 2025-05-31 2025-05-31 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): May 31, 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 St, 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: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o 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 x 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. o Item 1.01 Entry Into A Material Definitive Agreement. On May 31, 2025 (the “Closing Date”), Alto Neuroscience, Inc. (the “Company”), and Chase Therapeutics Corporation (the “Seller”), entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) pursuant to which the Seller sold its rights, title, and interest in and to certain assets related to a novel combination of pramipexole and ondansetron, known as CTC-501, and a novel combination of pramipexole and aprepitant, known as CTC-413 (the “Acquired Compounds”), including relevant intellectual property rights, know-how, and contracts. On the Closing Date, the Company paid the Seller an initial payment

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