Qiming funds (ALMR) convert preferred stakes into common stock
Rhea-AI Filing Summary
Alamar Biosciences, Inc. reported that investment vehicles affiliated with Qiming converted multiple series of preferred stock into equity tied to its initial public offering. Qiming-related funds converted Series A-3, Series A-4, Series B and Series C preferred stock into Class B Common Stock, and each Class B share was then automatically reclassified into Common Stock immediately before the IPO.
All transactions were indirect, recorded at a price of $0.00 per share, and coded as conversions or other internal restructurings rather than market purchases or sales. The Qiming general partner entities may be deemed to share voting and dispositive power but disclaim beneficial ownership beyond their proportionate economic interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 10,594,547 shares
Net Buy
20 txns
Insider
Qiming Corporate GP VI, Ltd., 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.
Role
10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series A-3 Preferred Stock | 172,328 | $0.00 | $0.00 |
| Conversion | Series A-3 Preferred Stock | 6,404,332 | $0.00 | $0.00 |
| Conversion | Series A-4 Preferred Stock | 154,425 | $0.00 | $0.00 |
| Conversion | Series A-4 Preferred Stock | 5,738,971 | $0.00 | $0.00 |
| Conversion | Series B Preferred Stock | 113,625 | $0.00 | $0.00 |
| Conversion | Series B Preferred Stock | 4,222,738 | $0.00 | $0.00 |
| Conversion | Series C Preferred Stock | 3,882,451 | $0.00 | $0.00 |
| Conversion | Series C Preferred Stock | 4,648,194 | $0.00 | $0.00 |
| Conversion | Class B Common Stock | 185,163 | $0.00 | $0.00 |
| Conversion | Class B Common Stock | 6,881,410 | $0.00 | $0.00 |
| Conversion | Class B Common Stock | 1,605,645 | $0.00 | $0.00 |
| Conversion | Class B Common Stock | 1,922,329 | $0.00 | $0.00 |
| Other | Class B Common Stock | 185,163 | $0.00 | $0.00 |
| Other | Class B Common Stock | 6,881,410 | $0.00 | $0.00 |
| Other | Class B Common Stock | 1,605,645 | $0.00 | $0.00 |
| Other | Class B Common Stock | 1,922,329 | $0.00 | $0.00 |
| Other | Common Stock | 185,163 | $0.00 | $0.00 |
| Other | Common Stock | 6,881,410 | $0.00 | $0.00 |
| Other | Common Stock | 1,605,645 | $0.00 | $0.00 |
| Other | Common Stock | 1,922,329 | $0.00 | $0.00 |
Holdings After Transaction:
Series A-3 Preferred Stock — 0 shares (Indirect, See footnote);
Series A-4 Preferred Stock — 0 shares (Indirect, See footnote);
Series B Preferred Stock — 0 shares (Indirect, See footnote);
Series C Preferred Stock — 0 shares (Indirect, See footnote);
Class B Common Stock — 0 shares (Indirect, See footnote);
Common Stock — 1,922,329 shares (Indirect, See footnote)
Footnotes (7)
- F1. Each share of the Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock converted into 0.4136 share of Class B Common Stock at the closing of the initial public offering. The Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock had no expiration date.
- F2. Each share of Series B Preferred Stock converted into 0.4403 share of Class B Common Stock at the closing of the initial public offering. The Series B Preferred Stock had no expiration date.
- F3. 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.
- F4. 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.
- F5. 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.
- F6. 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.
- F7. Each share of Class B Common Stock was automatically reclassified into one share of Common Stock immediately prior to the completion of the Issuer's initial public offering of Common Stock.
Key Figures
Derivative exercises: 25,337,064 shares
Restructuring entries: 21,189,094 shares
Series C Preferred block 1: 4,648,194 shares
+5 more
8 metrics
Derivative exercises
25,337,064 shares
Preferred shares involved in derivative exercises and conversions
Restructuring entries
21,189,094 shares
Shares in J-code internal restructuring transactions
Series C Preferred block 1
4,648,194 shares
Converted into 1,922,329 shares of Class B Common Stock
Series C Preferred block 2
3,882,451 shares
Converted into 1,605,645 shares of Class B Common Stock
Series B Preferred large block
4,222,738 shares
Converted into 1,859,366 shares of Class B Common Stock
Series A-4 Preferred large block
5,738,971 shares
Converted into 2,373,437 shares of Class B Common Stock
Series A-3 Preferred large block
6,404,332 shares
Converted into 2,648,607 shares of Class B Common Stock
Common Stock indirect holding
6,881,410 shares
One reported indirect Common Stock position after restructuring
Key Terms
Class B Common Stock, Series A-3 Preferred Stock, Series A-4 Preferred Stock, Series B Preferred Stock, +2 more
6 terms
Class B Common Stock financial
"Each share of Class B Common Stock was automatically reclassified into one share of Common Stock"
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.
Series A-3 Preferred Stock financial
"Each share of the Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock converted"
Series A-4 Preferred Stock financial
"Each share of the Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series C Preferred Stock converted"
Series B Preferred Stock financial
"Each share of Series B Preferred Stock converted 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.
Conversion of derivative security financial
"transaction_code_description": "Conversion of derivative security""
disclaims beneficial ownership financial
"Qiming Corporate disclaims beneficial ownership of such shares, except to the extent of its proportionate pecuniary interest"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did the Qiming entities report in the Alamar Biosciences (ALMR) Form 4?
The Qiming-affiliated entities reported conversions of preferred stock into Class B and then Common Stock tied to Alamar Biosciences’ initial public offering. These were indirect, non-cash restructurings with no reported open-market purchases or sales, and were coded mainly as conversions of derivative securities.
Were there any open-market buys or sells in this Alamar Biosciences (ALMR) Form 4?
No open-market purchases or sales were reported. The transactions were coded as conversions (C) and other transactions (J), all at a reported price of $0.00 per share, indicating internal restructurings and derivative conversions rather than cash trades in the market.
What does the Form 4 say about Alamar Biosciences (ALMR) Class B Common Stock?
Each share of Class B Common Stock was automatically reclassified into one share of Common Stock immediately before completion of Alamar Biosciences’ initial public offering. The Form 4 records this as indirect, non-cash transactions involving Qiming-affiliated investment entities.