[8-K] ALUMIS INC. Reports Material Event

Rhea-AI Filing Summary

Alumis Inc. held its 2026 Annual Meeting of Stockholders on June 30, 2026. As of the May 5, 2026 record date, 123,432,072 shares of voting common stock were outstanding and entitled to vote.

Stockholders elected James B. Tananbaum, Lynn Tetrault and Zhengbin (Bing) Yao as Class II directors to serve until the 2029 Annual Meeting of Stockholders. Stockholders also ratified the Audit Committee’s appointment of PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026, with 105,924,017 votes for, 283,113 against and 242,002 abstentions.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

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Available on EDGAR 07/02/2026 - 04:32 PM Accepted by SEC EDGAR 07/02/2026 - 04:30 PM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 30, 2026

Alumis Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-42143		86-1771129
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

280 East Grand Avenue

South San Francisco, California 94080

(Address of Principal Executive Offices)

Registrant’s Telephone Number, Including Area Code: (650) 231-6625

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		ALMS		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 30, 2026, Alumis Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). As of May 5, 2026, the record date for the Annual Meeting, 123,432,072 shares of voting common stock were outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by stockholders at the Annual Meeting is set forth below. A more complete description of each matter can be found in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on May 18, 2026.

Proposal 1: Election of Directors

James B. Tananbaum, Lynn Tetrault and Zhengbin (Bing) Yao were elected as Class II directors, to hold office until the 2029 Annual Meeting of Stockholders. The final voting results are as follows:

Name of Director Elected		Votes For				Votes Withheld				Broker Non-Votes
James B. Tananbaum, M.D.			85,906,705				1,718,328				18,824,099
Lynn Tetrault, J.D.			87,361,666				263,367				18,824,099
Zhengbin (Bing) Yao, Ph.D.			73,694,150				13,930,883				18,824,099

Proposal 2: Ratification of Appointment of the Company’s Independent Auditor

The Company’s stockholders ratified the appointment by the Company’s Audit Committee of PricewaterhouseCoopers LLP as the Company’s independent auditor for the fiscal year ending December 31, 2026. The final voting results are as follows:

Votes For				Votes Against				Abstentions
	105,924,017				283,113				242,002

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Alumis Inc.
Date: July 2, 2026	By:	/s/ Sanam Pangali
		Sanam Pangali
		Chief Legal Officer

FAQ

What did Alumis Inc. (ALMS) stockholders vote on at the 2026 Annual Meeting?

Stockholders voted on electing three Class II directors and ratifying PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026. These items covered board composition and external financial statement oversight for Alumis Inc.

Who was elected to the Alumis Inc. (ALMS) board at the 2026 Annual Meeting?

James B. Tananbaum, Lynn Tetrault and Zhengbin (Bing) Yao were elected as Class II directors. They will serve until the 2029 Annual Meeting of Stockholders, aligning the board’s staggered terms and maintaining continuity in Alumis Inc.’s corporate governance structure.

How many Alumis Inc. (ALMS) shares were entitled to vote at the 2026 meeting?

As of the May 5, 2026 record date, 123,432,072 shares of Alumis Inc. voting common stock were outstanding and entitled to vote. This figure defines the potential voting base for all proposals presented at the 2026 Annual Meeting of Stockholders.

Was PricewaterhouseCoopers LLP ratified as Alumis Inc. (ALMS) auditor for 2026?

Yes. Stockholders ratified PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026, with 105,924,017 votes for, 283,113 against and 242,002 abstentions, indicating broad support for continuing the existing audit relationship.

How strong was support for Alumis Inc. (ALMS) director nominees at the 2026 meeting?

Support varied by nominee but was generally high. For example, Lynn Tetrault received 87,361,666 votes for and 263,367 votes withheld, while James B. Tananbaum received 85,906,705 votes for and 1,718,328 withheld, alongside substantial broker non-votes on each director proposal.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB