0000902664-24-004603.txt : 20240703 0000902664-24-004603.hdr.sgml : 20240703 20240703164538 ACCESSION NUMBER: 0000902664-24-004603 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240701 FILED AS OF DATE: 20240703 DATE AS OF CHANGE: 20240703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOEL DAVID E. CENTRAL INDEX KEY: 0001548144 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42143 FILM NUMBER: 241100686 MAIL ADDRESS: STREET 1: C/O MATRIX CAPITAL MANAGEMENT CO., LP STREET 2: 1000 WINTER STREET, SUITE 4500 CITY: WALTHAM STATE: MA ZIP: 02451 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AyurMaya Capital Management Company, LP CENTRAL INDEX KEY: 0001975990 ORGANIZATION NAME: STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42143 FILM NUMBER: 241100687 BUSINESS ADDRESS: STREET 1: 1000 WINTER STREET, SUITE 4500 CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 781-522-4912 MAIL ADDRESS: STREET 1: 1000 WINTER STREET, SUITE 4500 CITY: WALTHAM STATE: MA ZIP: 02451 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALUMIS INC. CENTRAL INDEX KEY: 0001847367 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 280 EAST GRAND AVENUE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-231-6625 MAIL ADDRESS: STREET 1: 280 EAST GRAND AVENUE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: ESKER THERAPEUTICS, INC. DATE OF NAME CHANGE: 20230427 FORMER COMPANY: FORMER CONFORMED NAME: FL2021-001, Inc. DATE OF NAME CHANGE: 20210222 4 1 ownership.xml X0508 4 2024-07-01 0 0001847367 ALUMIS INC. NASDAQ 0001975990 AyurMaya Capital Management Company, LP 1000 WINTER STREET, SUITE 4500 WALTHAM MA 02451 1 0 1 1 See Remarks 0001548144 GOEL DAVID E. C/O AYURMAYA CAPITAL MANAGEMENT CO, LP 1000 WINTER STREET, SUITE 4500 WALTHAM MA 02451 1 0 1 1 See Remarks 0 Common Stock, par value $0.0001 per share ("Common Stock") 2024-07-01 4 C 0 8145966 A 8145966 I See footnotes Common Stock 2024-07-01 4 A 0 2500000 16 A 10645966 I See footnotes Series B Redeemable Convertible Preferred Stock 2024-07-01 4 C 0 20000000 0 D Common Stock 4278074 0 I See footnotes Series B-2 Redeemable Convertible Preferred Stock 2024-07-01 4 C 0 5336489 0 D Common Stock 1141494 0 I See footnotes Series C Redeemable Convertible Preferred Stock 2024-07-01 4 C 0 12745916 0 D Common Stock 2726398 0 I See footnotes Each share of preferred stock is convertible at any time, at the holder's election, into shares of Class A Common Stock on a 4.675-to-one basis (on an adjusted basis, after giving effect to the reverse stock split of the Class A Common Stock effected by the Issuer on June 20, 2024) and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering of voting common stock (the "Common Stock") (the "IPO"), the shares of preferred stock reported herein automatically converted into the number of shares of Class A Common Stock in column 3. Each share of Class A Common Stock was reclassified into one share of Common Stock immediately prior to the completion of the IPO. The securities reported herein are held by AyurMaya Capital Management Fund, LP (the "AyurMaya Fund"). AyurMaya Capital Management Company, LP (the "Investment Manager"), a Delaware limited partnership, is the investment advisor to the AyurMaya Fund. Mr. David E. Goel ("Mr. Goel", and together with the Investment Manager, the "Reporting Persons"), serves as the managing member of AyurMaya Capital Management Company GP, LLC, the general partner of the Investment Manager. The filing of this statement shall not be deemed an admission that either of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein. The Investment Manager may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 by virtue of the fact that Mr. Alan Colowick, Senior Managing Director of Matrix Capital Management Company LP, an affiliate of the Investment Manager, currently serves on the board of directors of the Issuer. AyurMaya Capital Management Company, LP, By AyurMaya Capital Management Company GP, LLC, Its General Partner, By: /s/ David E. Goel, Managing Member 2024-07-03 /s/ David E. Goel 2024-07-03