Qiming entities (NASDAQ: ALMR) disclose sizable preferred stakes in Alamar Biosciences
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
Alamar Biosciences, Inc. received an initial Form 3 from several Qiming-affiliated investment vehicles reporting indirect ownership of multiple series of preferred stock. These preferred shares are convertible into Class B Common Stock and will automatically convert into common stock upon the closing of the company’s initial public offering pursuant to their terms.
The filing shows holdings of Series A-3, Series A-4, Series B and Series C Preferred Stock, all with a stated conversion feature and no expiration date. Qiming Corporate GP VI, Ltd., Qiming GP VIII, LLC and Qiming GP VIII-HC, LLC may be deemed to have voting and dispositive power over certain positions but each disclaims beneficial ownership beyond its proportionate pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
8 transactions reported
Mixed
8 txns
Insider
Qiming Managing Directors Fund VI, L.P., Qiming Venture Partners VI, L.P., Qiming GP VIII, LLC, Qiming Venture Partners VIII Investments, LLC, Qiming GP VIII-HC, LLC, Qiming Venture Partners VIII-HC, L.P., Qiming Corporate GP VI, Ltd.
Role
null | null | null | null | null | null | null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series A-3 Preferred Stock | -- | -- | -- |
| holding | Series A-3 Preferred Stock | -- | -- | -- |
| holding | Series A-4 Preferred Stock | -- | -- | -- |
| holding | Series A-4 Preferred Stock | -- | -- | -- |
| holding | Series B Preferred Stock | -- | -- | -- |
| holding | Series B Preferred Stock | -- | -- | -- |
| holding | Series C Preferred Stock | -- | -- | -- |
| holding | Series C Preferred Stock | -- | -- | -- |
Holdings After Transaction:
Series A-3 Preferred Stock — 71,268 shares (Indirect, See footnote);
Series A-4 Preferred Stock — 63,864 shares (Indirect, See footnote);
Series B Preferred Stock — 50,031 shares (Indirect, See footnote);
Series C Preferred Stock — 1,605,645 shares (Indirect, See footnote)
Footnotes (1)
- Each share of the Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock is convertible into 0.4136 share of Class B Common Stock, at the holder's election, and will automatically convert into shares of the Issuer's common stock upon the closing of the initial public offering pursuant to their terms. The Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock have no expiration date. These shares are held of record by Qiming Managing Directors Fund VI, L.P. ("Qiming Managing Directors"). Qiming Corporate GP VI, Ltd. ("Qiming Corporate") serves as the general partner of Qiming Managing Directors and may be deemed to have voting and dispositive power over the shares held by Qiming Managing Directors. Qiming Corporate disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein. These shares are held of record by Qiming Venture Partners VI, L.P., ("Qiming Venture Partners VI"). Qiming Corporate, through one intermediary, serves as the indirect general partner of Qiming Venture Partners VI and may be deemed to have voting and dispositive power over the shares held by Qiming Venture Partners VI. Qiming Corporate disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein. Each share of Series B Preferred Stock is convertible into 0.4403 share of Class B Common Stock, at the holder's election, and will automatically convert into shares of the Issuer's common stock upon the closing of the initial public offering pursuant to their terms. The Series B Preferred Stock has no expiration date. These shares are held of record by Qiming Venture Partners VIII Investments, LLC ("QVP VIII LLC"). Qiming GP VIII, LLC, through two parallel intermediaries, serves as the indirect general partner of QVP VIII LLC and may be deemed to have voting and dispositive power over the shares held by QVP VIII LLC. Qiming GP VIII, LLC disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein. These shares are held of record by Qiming Venture Partners VIII-HC, L.P. ("QVP VIII-HC"). Qiming GP VIII-HC, LLC serves as the general partner of QVP VIII-HC and may be deemed to have voting and dispositive power over the shares held by QVP VIII-HC. Qiming GP VIII-HC, LLC disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein.
Key Figures
Series C underlying Class B: 1,922,329 shares
Series C additional underlying Class B: 1,605,645 shares
Series B underlying Class B: 1,859,366 shares
+4 more
7 metrics
Series C underlying Class B
1,922,329 shares
Underlying Class B Common Stock for Series C Preferred Stock, indirect holding
Series C additional underlying Class B
1,605,645 shares
Additional underlying Class B Common Stock for Series C Preferred Stock, indirect holding
Series B underlying Class B
1,859,366 shares
Underlying Class B Common Stock for Series B Preferred Stock, indirect holding
Series A-4 underlying Class B
2,373,437 shares
Underlying Class B Common Stock for Series A-4 Preferred Stock, indirect holding
Series A-3 underlying Class B
2,648,607 shares
Underlying Class B Common Stock for Series A-3 Preferred Stock, indirect holding
Conversion ratio A-3/A-4/C
0.4136 share
Class B Common Stock per share of Series A-3, A-4 or C Preferred
Conversion ratio Series B
0.4403 share
Class B Common Stock per share of Series B Preferred Stock
Key Terms
Series C Preferred Stock, Series B Preferred Stock, Class B Common Stock, ten percent owner, +2 more
6 terms
Series C Preferred Stock financial
"Each share of the Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock is convertible into 0.4136 share of Class B Common Stock"
A Series C preferred stock is a specific class of ownership issued during a later funding round that gives holders priority over common shareholders for getting paid and receiving dividends, like having a reserved lane in traffic when money is distributed. It often includes agreed rights such as a fixed payout, protection against dilution, and the option to convert into common shares, so investors treat it as a mix of safety and upside potential.
Series B Preferred Stock financial
"Each share of Series B Preferred Stock is convertible into 0.4403 share of Class B Common Stock"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
Class B Common Stock financial
"convertible into 0.4136 share of Class B Common Stock, at the holder's election"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
ten percent owner financial
"reporting persons are flagged as is_ten_percent_owner 1 for their holdings"
beneficial ownership financial
"Qiming Corporate disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest therein"
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.
voting and dispositive power financial
"may be deemed to have voting and dispositive power over the shares held"
FAQ
What does the Alamar Biosciences (ALMR) Form 3 filing show for Qiming entities?
The Form 3 reports that several Qiming-affiliated funds are ten percent owners, holding multiple series of preferred stock in Alamar Biosciences. These positions are reported as indirect holdings with general partner entities potentially having voting and dispositive power, subject to pecuniary interest disclaimers.
Which preferred stock series do Qiming entities hold in Alamar Biosciences (ALMR)?
Qiming entities report indirect holdings in Series A-3, Series A-4, Series B and Series C Preferred Stock of Alamar Biosciences. Each series is convertible into Class B Common Stock at specified ratios and, under their terms, will automatically convert into common stock upon the company’s initial public offering.
Do the preferred stock holdings in Alamar Biosciences (ALMR) have an expiration date?
The footnotes state that the Series A-3, Series A-4, Series B and Series C Preferred Stock reported in the Form 3 have no expiration date. They remain outstanding until converted into Class B Common Stock or automatically into common stock upon the closing of Alamar Biosciences’ initial public offering.
How is beneficial ownership described for Qiming entities in the Alamar Biosciences (ALMR) Form 3?
The filing notes that Qiming Corporate GP VI, Ltd., Qiming GP VIII, LLC and Qiming GP VIII-HC, LLC may be deemed to have voting and dispositive power over certain shares. Each of these general partner entities disclaims beneficial ownership except to the extent of its proportionate pecuniary interest in the reported holdings.
Are the Alamar Biosciences (ALMR) Form 3 holdings direct or indirect for Qiming entities?
All reported positions in the Form 3 are classified as indirect holdings. The shares are held of record by specific Qiming funds or LLCs, with associated general partner entities potentially having voting and dispositive power as described in the footnotes, subject to beneficial ownership disclaimers.