ADARx Pharmaceuticals: OrbiMed fund buys 61,516 shares
The IPO closing triggered automatic conversion of the preferred stock without further consideration.
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Form Type
4
Rhea-AI Filing Summary
ADARx Pharmaceuticals, Inc. director Erez Chimovits reported that OrbiMed Israel Partners II, L.P. purchased 61,516 common shares at $17 per share in the IPO on September 28, 2026. The entity’s Series A, Series B, Series B-1 and Series C preferred stock automatically converted into common stock at a 1-for-1.1717 ratio upon the IPO closing, without further consideration; each reported preferred-stock position was zero after conversion. OIP II held the securities directly. OrbiMed Advisors Israel II Limited exercised voting and investment power through a committee comprising Chimovits, Carl L. Gordon and David P. Bonita; all three disclaimed beneficial ownership, and Chimovits’s disclaimer was except to the extent of any pecuniary interest.
Insights
Analyzing...
Insider Trade Summary
Net Buyer: 61,516 shares
Net Buy
9 txns
Insider
Chimovits Erez
Role
Director
Bought
61,516 shs ($1.05M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series A Preferred Stock F1, F3, F4 | 7,127,019 | $0.00 | $0.00 |
| Conversion | Series B Preferred Stock F1, F3, F4 | 1,333,975 | $0.00 | $0.00 |
| Conversion | Series B-1 Preferred Stock F1, F3, F4 | 513,067 | $0.00 | $0.00 |
| Conversion | Series C Preferred Stock F1, F3, F4 | 256,448 | $0.00 | $0.00 |
| Conversion | Common Stock F1, F3, F4 | 7,127,019 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 1,333,975 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 513,067 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 256,448 | -- | -- |
| Purchase | Common Stock F2, F3, F4 | 61,516 | $17.00 | $1.05M |
Holdings After Transaction:
Series A Preferred Stock — 0 contracts (Indirect, See footnotes);
Series B Preferred Stock — 0 contracts (Indirect, See footnotes);
Series B-1 Preferred Stock — 0 contracts (Indirect, See footnotes);
Series C Preferred Stock — 0 contracts (Indirect, See footnotes);
Common Stock — 9,292,025 shares (Indirect, See footnotes)
Footnotes (4)
- F1. Each share of Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, and Series C Preferred Stock (collectively, the "Preferred Stock") automatically converted on a 1-for-1.1717 basis into shares of Common Stock upon the closing of the Issuer's initial public offering without payment of further consideration. Share numbers give effect to such conversion. The Preferred Stock has no expiration date.
- F2. Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering.
- F3. These securities are held directly by OrbiMed Israel Partners II, L.P. ("OIP II"). OrbiMed Israel GP II, L.P. ("Israel GP") is the general partner of OIP II. OrbiMed Advisors Israel II Limited ("Advisors Israel") is the general partner of Israel GP. By virtue of such relationships, Israel GP and Advisors Israel may be deemed to have voting power and investment power over the securities held by OIP II and as a result, may be deemed to have beneficial ownership over such securities. Advisors Israel exercises this investment and voting power through a management committee comprised of Carl L. Gordon, David P. Bonita, and the Reporting Person, each of whom disclaims beneficial ownership of the shares held by OIP II.
- F4. Each of the Reporting Person, Israel GP, and Advisors Israel disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of such entity or person is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
Key Figures
Common shares purchased: 61,516 shares
Purchase price: $17 per share
Preferred-stock conversion ratio: 1-for-1.1717
+4 more
7 metrics
Common shares purchased
61,516 shares
OrbiMed Israel Partners II, L.P. purchase in the IPO on September 28, 2026
Purchase price
$17 per share
OrbiMed Israel Partners II, L.P. common-stock purchase in the IPO
Preferred-stock conversion ratio
1-for-1.1717
Automatic conversion into common stock upon the IPO closing
Common shares from Series A conversion
7,127,019 shares
September 28, 2026; share numbers give effect to conversion
Common shares from Series B conversion
1,333,975 shares
September 28, 2026; share numbers give effect to conversion
Common shares from Series B-1 conversion
513,067 shares
September 28, 2026; share numbers give effect to conversion
Common shares from Series C conversion
256,448 shares
September 28, 2026; share numbers give effect to conversion
Key Terms
initial public offering, beneficial ownership, pecuniary interest, general partner
4 terms
initial public offering financial
"the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
beneficial ownership regulatory
"disclaims beneficial ownership of the shares held by OIP II"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of its pecuniary interest therein"
general partner financial
"is the general partner of OIP II"
A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.
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