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ACTU

ACTUATE THERAPEUTICS, INC.

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7370
SEC CIK
0001652935
Parsed reports
54

Last 12 months

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0 purchase rows · 1 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202601
Feb 202600
Mar 202600
Apr 202600
May 202600
Jun 202600
Jul 202600
Aug 202600
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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
August 14, 2024 Filed Aug 14, 2024 23:29 UTC
SCHMITT DANIEL MDirector · President, CEO and Director
GrantRestricted Stock Units · Derivative 544,111 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001104659-24-089795 · tm2421559-7_4seq1.xml · derivative · entry 1

SCHMITT DANIEL M · CIK 0001318470 · Director · President, CEO and Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 544,111 shares

Expires not disclosed

F1 · derivative.exercise_date: 544,111 restricted stock units granted upon the closing of the issuer's initial public offering on August 14, 2024, 50% of which vest on the first anniversary of the closing of such transaction and 50% of which vest on the second anniversary of the closing of such transaction.

F1 · derivative.expiration_date: 544,111 restricted stock units granted upon the closing of the issuer's initial public offering on August 14, 2024, 50% of which vest on the first anniversary of the closing of such transaction and 50% of which vest on the second anniversary of the closing of such transaction.

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August 14, 2024 Filed Aug 14, 2024 23:28 UTC
LYTLE PAUL JChief Financial Officer
GrantNon-Qualified Stock Options · Derivative 234,971 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089794 · tm2421559-4_4seq1.xml · derivative · entry 1

LYTLE PAUL J · CIK 0001244110 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 234,971 shares

Expires 2034-08-14

F1 · derivative.exercise_date: 234,971 stock options granted upon the closing of the issuer's initial public offering on August 14, 2024, 25% of which vest on June 1, 2025 and the remaining 75% of which vest in equal monthly installments during the 36 months following June 1, 2025.

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August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
OtherWarrant (Right to Buy) · Derivative 28,464 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 21

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 28,464 shares

Expires not disclosed

F8 · derivative.exercise_price: On August 14, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 28,464 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 18,750 of the warrant shares to pay the exercise price and issuing to Kairos Venture Partners II, L.P. the remaining 9,714 shares.

F8 · price: On August 14, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 28,464 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 18,750 of the warrant shares to pay the exercise price and issuing to Kairos Venture Partners II, L.P. the remaining 9,714 shares.

F8 · derivative.exercise_date: On August 14, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 28,464 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 18,750 of the warrant shares to pay the exercise price and issuing to Kairos Venture Partners II, L.P. the remaining 9,714 shares.

F8 · derivative.expiration_date: On August 14, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 28,464 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 18,750 of the warrant shares to pay the exercise price and issuing to Kairos Venture Partners II, L.P. the remaining 9,714 shares.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries C Redeemable Convertible Preferred Stock · Derivative 49,984 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 20

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos SPV Fund, LLC

Disclosed balance after: 0

Underlying: Common Stock · 49,984 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · derivative.exercise_price: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F7 · price: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F7 · derivative.exercise_date: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F7 · derivative.expiration_date: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries C Redeemable Convertible Preferred Stock · Derivative 24,138 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 19

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos-Actuate SPV, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 24,138 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · derivative.exercise_price: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F7 · price: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F7 · derivative.exercise_date: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F7 · derivative.expiration_date: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-4 Redeemable Convertible Preferred Stock · Derivative 132,908 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 18

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos SPV Fund, LLC

Disclosed balance after: 0

Underlying: Common Stock · 132,908 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · derivative.exercise_price: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F6 · price: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F6 · derivative.exercise_date: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F6 · derivative.expiration_date: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-4 Redeemable Convertible Preferred Stock · Derivative 230,597 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 17

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos-Actuate SPV, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 230,597 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · derivative.exercise_price: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F6 · price: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F6 · derivative.exercise_date: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F6 · derivative.expiration_date: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-3 Redeemable Convertible Preferred Stock · Derivative 138,889 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 16

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos SPV Fund, LLC

Disclosed balance after: 0

Underlying: Common Stock · 138,889 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · derivative.exercise_date: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · derivative.expiration_date: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-3 Redeemable Convertible Preferred Stock · Derivative 146,870 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 15

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVOI, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 146,870 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · derivative.exercise_date: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · derivative.expiration_date: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-3 Redeemable Convertible Preferred Stock · Derivative 69,445 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 14

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 69,445 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · derivative.exercise_date: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F5 · derivative.expiration_date: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-2 Redeemable Convertible Preferred Stock · Derivative 726,163 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 13

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVOI, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 726,163 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: The shares of Series B-2 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F4 · price: The shares of Series B-2 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F4 · derivative.exercise_date: The shares of Series B-2 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F4 · derivative.expiration_date: The shares of Series B-2 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionSeries B-1 Redeemable Convertible Preferred Stock · Derivative 1,058,318 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 12

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 0

Underlying: Common Stock · 1,058,318 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: The shares of Series B-1 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F1 · price: The shares of Series B-1 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F1 · derivative.exercise_date: The shares of Series B-1 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F1 · derivative.expiration_date: The shares of Series B-1 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
SaleCommon Stock 18,750 $8.00 $150,000.00
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 11

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 1,184,795

F8 · kind: On August 14, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 28,464 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 18,750 of the warrant shares to pay the exercise price and issuing to Kairos Venture Partners II, L.P. the remaining 9,714 shares.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
OtherCommon Stock 28,464 $5.27 $150,005.28
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 10

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 1,203,545

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 49,984 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 9

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos SPV Fund, LLC

Disclosed balance after: 321,781

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · price: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 24,138 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 8

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos-Actuate SPV, L.P.

Disclosed balance after: 254,735

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · price: The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 132,908 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 7

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos SPV Fund, LLC

Disclosed balance after: 271,797

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · price: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 230,597 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 6

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos-Actuate SPV, L.P.

Disclosed balance after: 230,597

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · price: The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 138,889 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 5

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Kairos SPV Fund, LLC

Disclosed balance after: 138,889

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 146,870 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 4

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVOI, L.P.

Disclosed balance after: 873,033

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 69,445 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 3

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 1,175,081

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · price: The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 726,163 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 2

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVOI, L.P.

Disclosed balance after: 726,163

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · price: The shares of Series B-2 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
ConversionCommon Stock 1,058,318 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · nonDerivative · entry 1

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By KVP II, L.P.

Disclosed balance after: 1,105,636

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: The shares of Series B-1 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.

F2 · ownership.nature: The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.

F3 · ownership.nature: Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:46 UTC Amendment
Fletcher Aaron G.L.Director · 10% owner
BIOS Capital Management, LPDirector · 10% owner
BIOS Advisors GP, LLCDirector · 10% owner
BIOS Fund III, LPDirector · 10% owner
BIOS Fund III QP, LPDirector · 10% owner
BIOS Fund III NT, LPDirector · 10% owner
BIOS Actuate Co-Invest I, LPDirector · 10% owner
BIOS Actuate Co-Invest II, LPDirector · 10% owner
Bios Actuate Co-Invest III, LPDirector · 10% owner
BIOS Equity Partners III, LPDirector · 10% owner
SaleCommon Stock 2,324 $8.00 $18,592.00
Disclosure

SEC source: 0001104659-24-091371 · tm2422197-2_4aseq1.xml · nonDerivative · entry 3

Fletcher Aaron G.L. · CIK 0001789490 · Director · 10% owner

BIOS Capital Management, LP · CIK 0001813845 · Director · 10% owner

BIOS Advisors GP, LLC · CIK 0001813844 · Director · 10% owner

BIOS Fund III, LP · CIK 0001791917 · Director · 10% owner

BIOS Fund III QP, LP · CIK 0001791916 · Director · 10% owner

BIOS Fund III NT, LP · CIK 0001791910 · Director · 10% owner

BIOS Actuate Co-Invest I, LP · CIK 0001771378 · Director · 10% owner

BIOS Actuate Co-Invest II, LP · CIK 0001825398 · Director · 10% owner

Bios Actuate Co-Invest III, LP · CIK 0001956704 · Director · 10% owner

BIOS Equity Partners III, LP · CIK 0001831976 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II NT, LP

Disclosed balance after: 131,248

F7 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 3,528 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 2,324 of the warrant shares to pay the exercise price and issuing to Bios Fund II NT the remaining 1,204 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:46 UTC Amendment
Fletcher Aaron G.L.Director · 10% owner
BIOS Capital Management, LPDirector · 10% owner
BIOS Advisors GP, LLCDirector · 10% owner
BIOS Fund III, LPDirector · 10% owner
BIOS Fund III QP, LPDirector · 10% owner
BIOS Fund III NT, LPDirector · 10% owner
BIOS Actuate Co-Invest I, LPDirector · 10% owner
BIOS Actuate Co-Invest II, LPDirector · 10% owner
Bios Actuate Co-Invest III, LPDirector · 10% owner
BIOS Equity Partners III, LPDirector · 10% owner
SaleCommon Stock 17,361 $8.00 $138,888.00
Disclosure

SEC source: 0001104659-24-091371 · tm2422197-2_4aseq1.xml · nonDerivative · entry 2

Fletcher Aaron G.L. · CIK 0001789490 · Director · 10% owner

BIOS Capital Management, LP · CIK 0001813845 · Director · 10% owner

BIOS Advisors GP, LLC · CIK 0001813844 · Director · 10% owner

BIOS Fund III, LP · CIK 0001791917 · Director · 10% owner

BIOS Fund III QP, LP · CIK 0001791916 · Director · 10% owner

BIOS Fund III NT, LP · CIK 0001791910 · Director · 10% owner

BIOS Actuate Co-Invest I, LP · CIK 0001771378 · Director · 10% owner

BIOS Actuate Co-Invest II, LP · CIK 0001825398 · Director · 10% owner

Bios Actuate Co-Invest III, LP · CIK 0001956704 · Director · 10% owner

BIOS Equity Partners III, LP · CIK 0001831976 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II QP, LP

Disclosed balance after: 980,433

F6 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 26,355 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 17,361 of the warrant shares to pay the exercise price and issuing to Bios Fund II QP the remaining 8,994 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:46 UTC Amendment
Fletcher Aaron G.L.Director · 10% owner
BIOS Capital Management, LPDirector · 10% owner
BIOS Advisors GP, LLCDirector · 10% owner
BIOS Fund III, LPDirector · 10% owner
BIOS Fund III QP, LPDirector · 10% owner
BIOS Fund III NT, LPDirector · 10% owner
BIOS Actuate Co-Invest I, LPDirector · 10% owner
BIOS Actuate Co-Invest II, LPDirector · 10% owner
Bios Actuate Co-Invest III, LPDirector · 10% owner
BIOS Equity Partners III, LPDirector · 10% owner
SaleCommon Stock 5,314 $8.00 $42,512.00
Disclosure

SEC source: 0001104659-24-091371 · tm2422197-2_4aseq1.xml · nonDerivative · entry 1

Fletcher Aaron G.L. · CIK 0001789490 · Director · 10% owner

BIOS Capital Management, LP · CIK 0001813845 · Director · 10% owner

BIOS Advisors GP, LLC · CIK 0001813844 · Director · 10% owner

BIOS Fund III, LP · CIK 0001791917 · Director · 10% owner

BIOS Fund III QP, LP · CIK 0001791916 · Director · 10% owner

BIOS Fund III NT, LP · CIK 0001791910 · Director · 10% owner

BIOS Actuate Co-Invest I, LP · CIK 0001771378 · Director · 10% owner

BIOS Actuate Co-Invest II, LP · CIK 0001825398 · Director · 10% owner

Bios Actuate Co-Invest III, LP · CIK 0001956704 · Director · 10% owner

BIOS Equity Partners III, LP · CIK 0001831976 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II, LP

Disclosed balance after: 300,143

F1 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 8,068 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 5,314 of the warrant shares to pay the exercise price and issuing to Bios Fund II the remaining 2,754 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:46 UTC Amendment
Bios Equity COF, LPDirector · 10% owner
BP Directors, LPDirector · 10% owner
SaleCommon Stock 2,324 $8.00 $18,592.00
Disclosure

SEC source: 0001104659-24-091372 · tm2422197-1_4aseq1.xml · nonDerivative · entry 3

Bios Equity COF, LP · CIK 0002000747 · Director · 10% owner

Bios Clinical Opportunity Fund, LP · CIK 0001988639 · Director · 10% owner

BP Directors, LP · CIK 0001813311 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II NT, LP

Disclosed balance after: 131,248

F7 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 3,528 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 2,324 of the warrant shares to pay the exercise price and issuing to Bios Fund II NT the remaining 1,204 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:46 UTC Amendment
Bios Equity COF, LPDirector · 10% owner
BP Directors, LPDirector · 10% owner
SaleCommon Stock 17,361 $8.00 $138,888.00
Disclosure

SEC source: 0001104659-24-091372 · tm2422197-1_4aseq1.xml · nonDerivative · entry 2

Bios Equity COF, LP · CIK 0002000747 · Director · 10% owner

Bios Clinical Opportunity Fund, LP · CIK 0001988639 · Director · 10% owner

BP Directors, LP · CIK 0001813311 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II QP, LP

Disclosed balance after: 980,433

F6 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 26,355 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 17,361 of the warrant shares to pay the exercise price and issuing to Bios Fund II QP the remaining 8,994 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:46 UTC Amendment
Bios Equity COF, LPDirector · 10% owner
BP Directors, LPDirector · 10% owner
SaleCommon Stock 5,314 $8.00 $42,512.00
Disclosure

SEC source: 0001104659-24-091372 · tm2422197-1_4aseq1.xml · nonDerivative · entry 1

Bios Equity COF, LP · CIK 0002000747 · Director · 10% owner

Bios Clinical Opportunity Fund, LP · CIK 0001988639 · Director · 10% owner

BP Directors, LP · CIK 0001813311 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II, LP

Disclosed balance after: 300,143

F1 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 8,068 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 5,314 of the warrant shares to pay the exercise price and issuing to Bios Fund II the remaining 2,754 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:45 UTC Amendment
Cavu Advisors, LLCDirector · 10% owner
Cavu Management, LPDirector · 10% owner
BIOS Fund I, LPDirector · 10% owner
BIOS Fund I QP, LPDirector · 10% owner
Bios Equity Partners, LPDirector · 10% owner
BIOS Fund II, LPDirector · 10% owner
BIOS Fund II NT, LPDirector · 10% owner
BIOS Fund II QP, LPDirector · 10% owner
Bios Equity Partners II, LPDirector · 10% owner
SaleCommon Stock 2,324 $8.00 $18,592.00
Disclosure

SEC source: 0001104659-24-091370 · tm2422197-3_4aseq1.xml · nonDerivative · entry 3

Kreis Leslie W. · CIK 0001813316 · 10% owner

Cavu Advisors, LLC · CIK 0001813310 · Director · 10% owner

Cavu Management, LP · CIK 0001813270 · Director · 10% owner

BIOS Fund I, LP · CIK 0001697316 · Director · 10% owner

BIOS Fund I QP, LP · CIK 0001700297 · Director · 10% owner

Bios Equity Partners, LP · CIK 0001813314 · Director · 10% owner

BIOS Fund II, LP · CIK 0001714576 · Director · 10% owner

BIOS Fund II NT, LP · CIK 0001728851 · Director · 10% owner

BIOS Fund II QP, LP · CIK 0001716869 · Director · 10% owner

Bios Equity Partners II, LP · CIK 0001813313 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II NT, LP

Disclosed balance after: 131,248

F7 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 3,528 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 2,324 of the warrant shares to pay the exercise price and issuing to Bios Fund II NT the remaining 1,204 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:45 UTC Amendment
Cavu Advisors, LLCDirector · 10% owner
Cavu Management, LPDirector · 10% owner
BIOS Fund I, LPDirector · 10% owner
BIOS Fund I QP, LPDirector · 10% owner
Bios Equity Partners, LPDirector · 10% owner
BIOS Fund II, LPDirector · 10% owner
BIOS Fund II NT, LPDirector · 10% owner
BIOS Fund II QP, LPDirector · 10% owner
Bios Equity Partners II, LPDirector · 10% owner
SaleCommon Stock 17,361 $8.00 $138,888.00
Disclosure

SEC source: 0001104659-24-091370 · tm2422197-3_4aseq1.xml · nonDerivative · entry 2

Kreis Leslie W. · CIK 0001813316 · 10% owner

Cavu Advisors, LLC · CIK 0001813310 · Director · 10% owner

Cavu Management, LP · CIK 0001813270 · Director · 10% owner

BIOS Fund I, LP · CIK 0001697316 · Director · 10% owner

BIOS Fund I QP, LP · CIK 0001700297 · Director · 10% owner

Bios Equity Partners, LP · CIK 0001813314 · Director · 10% owner

BIOS Fund II, LP · CIK 0001714576 · Director · 10% owner

BIOS Fund II NT, LP · CIK 0001728851 · Director · 10% owner

BIOS Fund II QP, LP · CIK 0001716869 · Director · 10% owner

Bios Equity Partners II, LP · CIK 0001813313 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II QP, LP

Disclosed balance after: 980,433

F6 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 26,355 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 17,361 of the warrant shares to pay the exercise price and issuing to Bios Fund II QP the remaining 8,994 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 14, 2024 Filed Aug 20, 2024 20:45 UTC Amendment
Cavu Advisors, LLCDirector · 10% owner
Cavu Management, LPDirector · 10% owner
BIOS Fund I, LPDirector · 10% owner
BIOS Fund I QP, LPDirector · 10% owner
Bios Equity Partners, LPDirector · 10% owner
BIOS Fund II, LPDirector · 10% owner
BIOS Fund II NT, LPDirector · 10% owner
BIOS Fund II QP, LPDirector · 10% owner
Bios Equity Partners II, LPDirector · 10% owner
SaleCommon Stock 5,314 $8.00 $42,512.00
Disclosure

SEC source: 0001104659-24-091370 · tm2422197-3_4aseq1.xml · nonDerivative · entry 1

Kreis Leslie W. · CIK 0001813316 · 10% owner

Cavu Advisors, LLC · CIK 0001813310 · Director · 10% owner

Cavu Management, LP · CIK 0001813270 · Director · 10% owner

BIOS Fund I, LP · CIK 0001697316 · Director · 10% owner

BIOS Fund I QP, LP · CIK 0001700297 · Director · 10% owner

Bios Equity Partners, LP · CIK 0001813314 · Director · 10% owner

BIOS Fund II, LP · CIK 0001714576 · Director · 10% owner

BIOS Fund II NT, LP · CIK 0001728851 · Director · 10% owner

BIOS Fund II QP, LP · CIK 0001716869 · Director · 10% owner

Bios Equity Partners II, LP · CIK 0001813313 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Bios Fund II, LP

Disclosed balance after: 300,143

F1 · kind: On August 12, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 8,068 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 5,314 of the warrant shares to pay the exercise price and issuing to Bios Fund II the remaining 2,754 shares.

F2 · price: The original Form 4 filed on August 14, 2024 is being amended by this Form 4 amendment solely to correct the price reported in column 4 of Table I in the original Form 4, which inadvertently included the incorrect price. This amended report does not report any new transactions and all other information reported in the original Form 4 is correct.

F3 · ownership.nature: Bios Equity Partners, LP ("Bios Equity I") is the general partner of the following entities: Bios Fund I, LP ("Bios Fund I"), Bios Fund I QP, LP ("Bios Fund I QP") and BP Directors, LP ("BP Directors"). Bios Equity Partners II, LP ("Bios Equity II") is the general partner of Bios Fund II, LP ("Bios Fund II"), Bios Fund II QP, LP ("Bios Fund II QP"), Bios Fund II NT, LP ("Bios Fund II NT") and Bios Actuate Co-Invest I, LP ("Bios Actuate Co-Invest I"). Bios Equity Partners III, LP ("Bios Equity III") is the general partner of the following entities: Bios Fund III, LP ("Bios Fund III"), Bios Fund III QP, LP ("Bios Fund III QP"), Bios Fund III NT, LP ("Bios Fund III NT"), Bios Actuate Co-Invest II, LP ("Bios Actuate Co-Invest II") and Bios Actuate Co-Invest III, LP ("Bios Actuate Co-Invest III"). Bios Equity COF, LP ("Bios Equity COF") is the general partner of Bios Clinical Opportunity Fund, LP ("Bios COF") and Bios 2024 Co-Invest, LP ("Bios 2024 Co-Invest").

F4 · ownership.nature: Cavu Management, LP, an entity managed and controlled by Mr. Les Kreis, and Bios Capital Management, LP, an entity managed and controlled by Mr. Aaron Fletcher, are the general partners of Bios Equity I, Bios Equity II and Bios Equity III and Bios Capital Management, LP is the general partner of Bios Equity COF. Cavu Advisors LLC, an entity that is managed and controlled by Mr. Kreis, is the general partner of Cavu Management LP. Bios Advisors GP, LLC, an entity that is managed and controlled by Mr. Fletcher, is the general partner of Bios Capital Management, LP.

F5 · ownership.nature: The shares owned by Bios Fund I, Bios Fund I QP, BP Directors, Bios Fund II, Bios Fund II QP, Bios Fund II NT, Bios Actuate Co-Invest I, Bios Fund III, Bios Fund III QP, Bios Fund III NT, Bios Actuate Co-Invest II, Bios Actuate Co-Invest III, Bios COF and Bios 2024 Co-Invest (collectively, the "Bios Equity Entities") are aggregated for purposes of reporting share ownership information. Mr. Kreis and Mr. Fletcher have voting and investment control with respect to shares held indirectly by Bios Advisors GP, LLC and Cavu Advisors, LLC, respectively.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 20:49 UTC
Fletcher Aaron G.L.Director · 10% owner
BIOS Capital Management, LPDirector · 10% owner
BIOS Advisors GP, LLCDirector · 10% owner
BIOS Fund III, LPDirector · 10% owner
BIOS Fund III QP, LPDirector · 10% owner
BIOS Fund III NT, LPDirector · 10% owner
BIOS Actuate Co-Invest I, LPDirector · 10% owner
BIOS Actuate Co-Invest II, LPDirector · 10% owner
Bios Actuate Co-Invest III, LPDirector · 10% owner
BIOS Equity Partners III, LPDirector · 10% owner
GrantStock Options · Derivative 15,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089822 · tm2421559-10_4seq1.xml · derivative · entry 56

Fletcher Aaron G.L. · CIK 0001789490 · Director · 10% owner

BIOS Capital Management, LP · CIK 0001813845 · Director · 10% owner

BIOS Advisors GP, LLC · CIK 0001813844 · Director · 10% owner

BIOS Fund III, LP · CIK 0001791917 · Director · 10% owner

BIOS Fund III QP, LP · CIK 0001791916 · Director · 10% owner

BIOS Fund III NT, LP · CIK 0001791910 · Director · 10% owner

BIOS Actuate Co-Invest I, LP · CIK 0001771378 · Director · 10% owner

BIOS Actuate Co-Invest II, LP · CIK 0001825398 · Director · 10% owner

Bios Actuate Co-Invest III, LP · CIK 0001956704 · Director · 10% owner

BIOS Equity Partners III, LP · CIK 0001831976 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Aaron G.L. Fletcher

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2034-08-12

F14 · derivative.exercise_date: The options vest and become exercisable on August 12, 2025, subject to the Mr. Fletcher's continuing service on the Issuer's Board of Directors through such vesting date.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 20:54 UTC
Bios Equity COF, LPDirector · 10% owner
BP Directors, LPDirector · 10% owner
GrantStock Options · Derivative 15,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089825 · tm2421559-11_4seq1.xml · derivative · entry 56

Bios Equity COF, LP · CIK 0002000747 · Director · 10% owner

Bios Clinical Opportunity Fund, LP · CIK 0001988639 · Director · 10% owner

BP Directors, LP · CIK 0001813311 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Aaron G.L. Fletcher

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2034-08-12

F14 · derivative.exercise_date: The options vest and become exercisable on August 12, 2025, subject to the Mr. Fletcher's continuing service on the Issuer's Board of Directors through such vesting date.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 23:25 UTC GrantNon-Qualified Stock Options · Derivative 30,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089791 · tm2421559-6_4seq1.xml · derivative · entry 1

Sawhney Roger · CIK 0001858748 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2034-08-12

F1 · derivative.exercise_date: 30,000 stock options granted upon the effectiveness of the registration statement for the issuer's initial public offering on August 12, 2024, which vest in three equal installments on the first, second, and third anniversary of the grant date, subject to the reporting person's continued service through each such vesting date.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 20:44 UTC
Cavu Advisors, LLCDirector · 10% owner
Cavu Management, LPDirector · 10% owner
BIOS Fund I, LPDirector · 10% owner
BIOS Fund I QP, LPDirector · 10% owner
Bios Equity Partners, LPDirector · 10% owner
BIOS Fund II, LPDirector · 10% owner
BIOS Fund II NT, LPDirector · 10% owner
BIOS Fund II QP, LPDirector · 10% owner
Bios Equity Partners II, LPDirector · 10% owner
GrantStock Options · Derivative 15,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089819 · tm2421559-12_4seq1.xml · derivative · entry 56

Kreis Leslie W. · CIK 0001813316 · 10% owner

Cavu Advisors, LLC · CIK 0001813310 · Director · 10% owner

Cavu Management, LP · CIK 0001813270 · Director · 10% owner

BIOS Fund I, LP · CIK 0001697316 · Director · 10% owner

BIOS Fund I QP, LP · CIK 0001700297 · Director · 10% owner

Bios Equity Partners, LP · CIK 0001813314 · Director · 10% owner

BIOS Fund II, LP · CIK 0001714576 · Director · 10% owner

BIOS Fund II NT, LP · CIK 0001728851 · Director · 10% owner

BIOS Fund II QP, LP · CIK 0001716869 · Director · 10% owner

Bios Equity Partners II, LP · CIK 0001813313 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Directly held by Aaron G.L. Fletcher

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2034-08-12

F14 · derivative.exercise_date: The options vest and become exercisable on August 12, 2025, subject to the Mr. Fletcher's continuing service on the Issuer's Board of Directors through such vesting date.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 23:30 UTC GrantNon-Qualified Stock Options · Derivative 15,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089797 · tm2421559-8_4.xml · derivative · entry 1

Zabrowski Dan · CIK 0001940818 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2034-08-12

F1 · derivative.exercise_date: 15,000 stock options granted upon the effectiveness of the registration statement for the issuer's initial public offering on August 12, 2024, which vest in full on the first anniversary of the grant date.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 23:27 UTC GrantNon-Qualified Stock Options · Derivative 30,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089793 · tm2421559-3_4seq1.xml · derivative · entry 1

Keyes Jason A · CIK 0001678152 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2034-08-12

F1 · derivative.exercise_date: 30,000 stock options granted upon the effectiveness of the registration statement for the issuer's initial public offering on August 12, 2024, which vest in three equal installments on the first, second, and third anniversary of the grant date, subject to the reporting person's continued service through each such vesting date.

Read SEC document
August 12, 2024 Filed Aug 14, 2024 23:26 UTC GrantNon-Qualified Stock Options · Derivative 30,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-089792 · tm2421559-5_4seq1.xml · derivative · entry 1

RONNEBERG AMY L · CIK 0001380292 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires 2034-08-12

F1 · derivative.exercise_date: 30,000 stock options granted upon the effectiveness of the registration statement for the issuer's initial public offering on August 12, 2024, which vest in three equal installments on the first, second, and third anniversary of the grant date, subject to the reporting person's continued service through each such vesting date.

Read SEC document
August 12, 2024 Filed Aug 17, 2024 01:12 UTC
THOMSON TODD SDirector · 16.4% Owner
Kairos SPV Fund LLCDirector · 2% Owner
Kairos Venture Partners II, L.P.Director · 7.6% Owner
Kairos-Actuate SPV, L.P.Director · 1.5% Owner
GrantNon-Qualified Stock Options · Derivative 15,000 $0.00 Strike: $8.00 $0.00
Disclosure

SEC source: 0001104659-24-090619 · tm2421960-1_4seq1.xml · derivative · entry 22

THOMSON TODD S · CIK 0001225707 · Director · 16.4% Owner

Kairos SPV Fund LLC · CIK 0001788046 · Director · 2% Owner

Kairos Venture Opportunities I, L.P. · CIK 0001772438 · Director · 5.3% Owner

Kairos Venture Partners II, L.P. · CIK 0001696711 · Director · 7.6% Owner

Kairos-Actuate SPV, L.P. · CIK 0001835962 · Director · 1.5% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 15,000

Underlying: Common Stock · 15,000 shares

Expires 2034-08-12

F9 · derivative.exercise_date: 15,000 stock options granted upon the effectiveness of the registration statement for the issuer's initial public offering on August 12, 2024, which vest in full on the first anniversary of the grant date.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.