[Form 4] Alight, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Quantum-Si Incorporated (QSI) filed an 8-K announcing a registered direct offering with one institutional investor.

• Securities sold: 18,200,000 shares of Class A common stock at $1.67 per share and 11,740,119 pre-funded warrants exercisable at $0.0001 per share.
• Gross proceeds: approximately $50 million before fees; A.G.P./Alliance Global Partners will receive a 6.0% placement fee under a separate Placement Agency Agreement.
• Closing date: expected July 8 2025, subject to customary conditions.
• Use of proceeds: product development (including the Proteus TM platform), commercialization, manufacturing, R&D, working capital, cap-ex and G&A.
• Lock-up: for 45 days post-close QSI cannot issue or register additional equity, with limited exemptions.
• ATM program terminated: effective July 3 2025 QSI ended its Equity Distribution Agreement with Canaccord Genuity after selling 23,425,650 shares for $36.2 million; $38.8 million of capacity remained unused.

The offering is being made under QSI’s effective shelf registration statement (Form S-3 No. 333-273934) and an accompanying prospectus supplement dated July 3 2025. The company attached the forms of Purchase Agreement, Placement Agency Agreement and Pre-Funded Warrant as exhibits.

Key takeaways for investors: QSI secures substantial capital to advance its protein-sequencing platform and other initiatives but shareholders face potential dilution of up to 29.9 million additional shares once the warrants are exercised.

Positive

• $50 million gross proceeds strengthen liquidity for product development and commercialization.
• Immediate exercisability of pre-funded warrants removes future funding overhang at de minimis exercise price.

Negative

• Potential dilution of up to 29.9 million shares could pressure per-share metrics.
• Share issuance priced at $1.67 may reflect weak demand (relative discount not quantified in filing).

Insights

Financial Analyst

TL;DR: $50 million cash boost funds growth but sizable share issuance tempers upside; overall neutral impact.

The financing adds meaningful liquidity, critical for sustaining R&D and commercialization of Proteus. Using a single investor and a direct offering shortens execution time and reduces market risk versus a follow-on public offering. However, 29.9 million potential new shares represent a double-digit expansion of share count, and the $1.67 price implies issuance at the lower end of recent trading (actual market premium/discount not specified in the filing). Terminating the prior ATM eliminates an incremental funding tool but signals confidence in fully covering near-term needs. Net: funding strength offsets dilution concerns, leaving valuation impact balanced.

Securities Lawyer

TL;DR: Standard Rule S-3 compliant transaction with brief 45-day lock-up; no unusual covenants detected.

The Purchase Agreement contains customary representations, indemnities and a 45-day restriction on additional equity issuance, a relatively short lock-up that preserves future financing flexibility. Pre-funded warrants are immediately exercisable, eliminating future pricing uncertainty. All securities are registered, mitigating resale restrictions. Termination of the Canaccord ATM is properly disclosed under Item 1.02, avoiding overlapping sales programs. Legal risk appears low and disclosure is comprehensive.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Williams Lenore D

(Last) (First) (Middle)

C/O ALIGHT, INC.

320 SOUTH CANAL STREET, SUITE 5000

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Alight, Inc. / Delaware [ ALIT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/02/2025		A		33,783(1)	A	$0	98,161(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units granted for annual board service, pursuant to the Issuer's 2021 Omnibus Share Plan, which are scheduled to vest on July 2, 2026.

2. Includes restricted stock units scheduled to vest in the future.

Remarks:

	/s/ John A. Mikowski, Deputy General Counsel and Assistant Corporate Secretary, as Attorney-in-Fact	07/07/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How much capital will Quantum-Si (QSI) raise from the registered direct offering?

The company expects approximately $50 million in gross proceeds before fees.

What securities are being issued by QSI in this offering?

QSI is selling 18,200,000 common shares and 11,740,119 pre-funded warrants, each warrant convertible into one share at $0.0001.

When is the Quantum-Si offering expected to close?

Closing is targeted for July 8 2025, subject to customary conditions.

How will Quantum-Si use the net proceeds from the offering?

Funds will support Proteus™ platform development, commercialization, manufacturing, R&D, working capital, capital expenditures and general corporate purposes.

Why did QSI terminate its at-the-market (ATM) program with Canaccord Genuity?

The ATM was ended on July 3 2025 in connection with the new financing; QSI had already raised $36.2 million and had $38.8 million remaining capacity at termination.

What lock-up restrictions apply after the offering?

For 45 days post-closing, QSI cannot issue or file to issue additional equity, except for limited exempt issuances.