EcoR1, Nodelman detail Aktis Oncology (AKTS) Form 3 insider holdings
Rhea-AI Filing Summary
Aktis Oncology, Inc. (AKTS) filed a Form 3 for EcoR1 Capital, LLC and Oleg Nodelman, identifying them as a director and 10% owners. The filing reports indirect beneficial ownership of Series A and Series B redeemable convertible preferred stock held through EcoR1 Capital Fund Qualified, L.P., EcoR1 Capital Fund, L.P., and EcoR1 Venture Opportunity Fund, L.P. These preferred shares are immediately exercisable, have no expiration date, and will automatically convert into common stock on a 3.8044-for-1 basis immediately before the closing of the company’s initial public offering, with amounts reflecting a 1-for-3.8044 reverse stock split effective January 2, 2026.
The Form 3 also discloses a director stock option for 37,866 shares of common stock at an exercise price of $18, beneficially owned solely by Mr. Nodelman. One‑thirty‑sixth of the option vests in monthly installments from January 8, 2026, subject to his continuous service. The reporting persons are filing jointly, but state they are not a group and disclaim beneficial ownership of the securities except to the extent of their pecuniary interests.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series A Redeemable Convertible Preferred Stock | -- | -- | -- |
| holding | Series A Redeemable Convertible Preferred Stock | -- | -- | -- |
| holding | Series A Redeemable Convertible Preferred Stock | -- | -- | -- |
| holding | Series B Redeemable Convertible Preferred Stock | -- | -- | -- |
| holding | Series B Redeemable Convertible Preferred Stock | -- | -- | -- |
| holding | Director Stock Option (Right to Acquire) | -- | -- | -- |
Footnotes (7)
- F1. Shares of Series A Redeemable Convertible Preferred Stock and Series B Redeemable Convertible Preferred Stock are convertible into shares of Common Stock at the election of the holder. Each share is immediately exercisable and has no expiration date, but will be automatically converted on a 3.8044-for-1 basis into shares of Common Stock immediately prior to the closing of the initial public offering of the Issuer's Common Stock.
- F2. Reflects the number of shares of Common Stock issuable after the 1-for-3.8044 reverse stock split which became effective on January 2, 2026.
- F3. These securities are held by EcoR1 Capital Fund Qualified, L.P. ("Qualified Fund"). EcoR1 Capital, LLC ("EcoR1") may be deemed to indirectly beneficially own them as the investment adviser to and general partner of the fund. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1.
- F4. These securities are held by EcoR1 Capital Fund, L.P. ("Capital Fund"). EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to and general partner of the fund. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1.
- F5. These securities are held by EcoR1 Venture Opportunity Fund, L.P. ("Venture Fund"). EcoR1 may be deemed to indirectly beneficially own them as the investment adviser to and general partner of the fund. Mr. Nodelman may be deemed to indirectly beneficially own them as the control person of EcoR1.
- F6. 1/36th of the original number of shares subject to the option shall vest in monthly installments from January 8, 2026, subject to Mr. Nodelman's continuous service through each vesting date, inclusive.
- F7. These securities are beneficially owned solely by Mr. Nodelman.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What does the Aktis Oncology (AKTS) Form 3 filing by EcoR1 Capital and Oleg Nodelman report?
The Form 3 reports that EcoR1 Capital, LLC and Oleg Nodelman are directors and 10% owners of Aktis Oncology and disclose their beneficial interests in convertible preferred stock held through EcoR1-managed funds, plus a director stock option held by Mr. Nodelman.
How are EcoR1 Capital’s holdings in Aktis Oncology (AKTS) structured in this Form 3?
The filing states that Series A and Series B redeemable convertible preferred stock are held by three funds: EcoR1 Capital Fund Qualified, L.P., EcoR1 Capital Fund, L.P., and EcoR1 Venture Opportunity Fund, L.P., with EcoR1 as investment adviser and general partner and Mr. Nodelman as EcoR1’s control person.
What conversion terms apply to the preferred stock reported for Aktis Oncology (AKTS)?
The Series A and Series B redeemable convertible preferred stock are immediately exercisable, have no expiration date, and will automatically convert into common stock on a 3.8044-for-1 basis immediately prior to the closing of Aktis Oncology’s initial public offering, after a 1-for-3.8044 reverse stock split effective January 2, 2026.
What stock option does Oleg Nodelman hold in Aktis Oncology (AKTS) according to the Form 3?
Mr. Nodelman holds a director stock option for 37,866 shares of common stock at an exercise price of $18 per share. One‑thirty‑sixth of the original option amount vests monthly starting January 8, 2026, subject to his continuous service.
Do EcoR1 Capital and Oleg Nodelman claim full beneficial ownership of the Aktis Oncology (AKTS) securities?
No. The filing states that the reporting persons are filing jointly but not as a group and that they disclaim beneficial ownership of the securities reported, except to the extent of their respective pecuniary interests in the EcoR1-managed funds.
Why are EcoR1 Capital and Oleg Nodelman considered 10% owners of Aktis Oncology (AKTS)?
They are identified in the Form 3 as directors and 10% owners, reflecting their deemed beneficial interests in Aktis Oncology securities held through EcoR1-managed funds and Mr. Nodelman’s direct option position.