Form 4: ACELYRIN Director Reports Full Disposition of Shares and Options Following Merger with Alumis

Dawn Svoronos, a Director of ACELYRIN, Inc., has reported the disposition of all her common stock and stock options in ACELYRIN following the company's merger with Alumis, Inc. on May 21, 2025.

Summary

• Dawn Svoronos, a Director of ACELYRIN, Inc. (SLRN), reported the disposition of all her beneficial ownership in the company's common stock and stock options.
• This disposition occurred on May 21, 2025, as a direct result of the merger between ACELYRIN, Inc. and Alumis, Inc., where ACELYRIN became a wholly-owned subsidiary of Alumis.
• Under the merger agreement, each outstanding share of ACELYRIN common stock was converted into the right to receive 0.4814 shares of Alumis, Inc. voting common stock, plus cash for any fractional shares.
• Additionally, ACELYRIN stock options with an exercise price of $18.00 or less were assumed by Alumis, Inc. and converted into options to purchase Alumis common stock, adjusted by the 0.4814 exchange ratio.
• Ms. Svoronos disposed of 15,000 shares of common stock, 92,158 stock options with an exercise price of $4.46, 23,243 stock options with an exercise price of $18.00, and 155,450 stock options with an exercise price of $5.8766.
• Following these transactions, Ms. Svoronos holds 0 shares of ACELYRIN common stock and 0 ACELYRIN stock options, as her holdings were converted into Alumis securities.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. While it marks the end of ACELYRIN as a standalone entity, the transaction is a completed merger, implying a strategic outcome for shareholders. The disposition is a procedural reporting of a pre-defined event, not a negative action by the insider.

Positives

• The completion of the merger with Alumis, Inc. indicates a successful strategic transaction for ACELYRIN, Inc. shareholders, converting their holdings into shares of the acquiring entity.
• The conversion of stock options into options for Alumis common stock allows option holders, including the reporting person, to maintain their equity interest in the combined entity.

Negatives

• The disposition of all ACELYRIN common stock and options means that ACELYRIN, Inc. as a standalone public entity no longer exists, and its shares are no longer traded.

Future Outlook

The document primarily reports a completed transaction (merger) and does not provide forward-looking statements or guidance regarding the future performance of the combined entity, Alumis, Inc.

Industry Context

This filing reflects the completion of a merger within the biotechnology or pharmaceutical sector, indicating consolidation or strategic alignment between ACELYRIN, Inc. and Alumis, Inc. Such mergers are common in the industry for various reasons, including pipeline consolidation, market expansion, or achieving economies of scale. The specific details of the merger, such as the exchange ratio, reflect the agreed-upon valuation and terms of the acquisition.

Stakeholder Impact

• Shareholders: ACELYRIN shareholders have had their shares converted into Alumis, Inc. common stock, effectively becoming shareholders of Alumis, Inc.
• Employees: While not explicitly stated, employees of ACELYRIN, Inc. are now part of Alumis, Inc., which may impact their roles, benefits, and corporate culture.
• Management/Directors: The reporting person, a director of ACELYRIN, has disposed of her ACELYRIN holdings, now holding converted Alumis securities, indicating a shift in corporate affiliation.

Next Steps

• Shareholders of ACELYRIN, Inc. will now hold shares of Alumis, Inc. based on the specified exchange ratio.
• Former ACELYRIN stock option holders will now hold converted options for Alumis common stock.

Key Dates

Keywords

ACELYRIN, SLRN, Alumis, Merger, Form 4, Beneficial Ownership, Stock Options, Common Stock, Director, Acquisition, Biotechnology, Pharmaceuticals