Form 4: AyurMaya Capital Reports Significant Share Conversion in ACELYRIN Following Alumis Merger

AyurMaya Capital Management Company, LP and David E. Goel have reported the disposition of over 9.3 million shares of ACELYRIN, Inc. common stock, valued at $0, as a result of the company's merger with Alumis Inc., where each share was converted into 0.4274 shares of Alumis common stock.

Summary

• AyurMaya Capital Management Company, LP and David E. Goel, both identified as Directors and 10% Owners of ACELYRIN, Inc. (SLRN), reported a change in beneficial ownership.
• On May 21, 2025, 9,334,735 shares of ACELYRIN, Inc. Common Stock were disposed of at a price of $0 per share.
• This disposition was a direct consequence of the Agreement and Plan of Merger, as amended on April 20, 2025, between Alumis Inc. and ACELYRIN, Inc.
• Under the merger agreement, each share of ACELYRIN Common Stock was cancelled and converted into the right to receive 0.4274 shares of Alumis Inc. Common Stock, with cash in lieu of fractional shares.
• The securities were held by AyurMaya Capital Management Fund, LP, with AyurMaya Capital Management Company, LP serving as its investment advisor, and Mr. David E. Goel as the managing member of the general partner of the Investment Manager.
• The reporting persons disclaim beneficial ownership of the securities except to the extent of their pecuniary interest.
• AyurMaya Capital Management Company, LP may be deemed a director by deputization due to Mr. Alan Colowick, a Senior Managing Director of an affiliate (Matrix Capital Management Company LP), serving on ACELYRIN's board of directors.

Sentiment

Score: 5

Explanation: The document is a factual report of a mandatory insider transaction resulting from a pre-announced corporate merger, thus it carries a neutral sentiment regarding new information.

Future Outlook

The document confirms the completion of the merger between ACELYRIN, Inc. and Alumis Inc., indicating that ACELYRIN shareholders, including the reporting persons, now hold shares in Alumis Inc. based on the specified conversion ratio.

Industry Context

This filing reflects the finalization of a significant corporate merger within the biotechnology or pharmaceutical sector, indicating consolidation and strategic realignment. Such mergers are common in the industry for various reasons, including pipeline consolidation, market expansion, or achieving economies of scale.

Corporate Governance

Related Party Transactions

• Disposition of 9,334,735 shares of Common Stock by AyurMaya Capital Management Company, LP and David E. Goel, who are 10% owners and directors, as a result of the merger agreement where each share was converted into 0.4274 shares of Alumis Inc. Common Stock.

Stakeholder Impact

• Shareholders of ACELYRIN, Inc. are directly impacted as their holdings are converted into shares of Alumis Inc., changing their investment vehicle and future prospects.

Next Steps

• Shareholders of ACELYRIN, Inc. will receive shares of Alumis Inc. based on the 0.4274 conversion ratio, along with cash in lieu of fractional shares.

Key Dates

Keywords

SEC Form 4, Beneficial Ownership, Insider Trading, Merger, ACELYRIN Inc., SLRN, Alumis Inc., Share Conversion, Corporate Action, Investment Management