Venture investor’s big move: Latigo Biotherapeutics (ALMS) lands new 14.5% holder

Rhea-AI Filing Summary

Latigo Biotherapeutics, Inc. common stock is reported as being beneficially owned by several Foresite Capital funds and related entities, with James B. Tananbaum reporting beneficial ownership of 9,181,328 shares, or 14.5% of the company’s 63,238,030 outstanding shares as of August 7, 2026. Fund VI reports 2,203,800 shares (3.5%), Fund V 3,562,984 shares (5.6%), and Opportunity Fund V 3,414,544 shares (5.4%), with voting and dispositive power attributed through their respective general partners and Tananbaum.

The position arises from multiple venture investments: purchases of Series A-2 and Series B preferred stock in 2022–2025 at prices of $0.89869 and $1.5729 per share, a $3,500,000 convertible promissory note, a 1-for-6.42441 reverse stock split, and automatic conversion of preferred stock and the note into common stock at the closing of Latigo’s initial public offering. In the IPO, Fund VI also bought 140,000 shares at $18.00 per share. The reporting group states that the holdings are for investment purposes but may increase, reduce, or distribute their stake based on market conditions and company performance, and they are currently subject to 180‑day lock‑up and registration-rights arrangements described in the company’s prospectus.

Filing Explained

The filing's current plan state is limited: the reporting persons say they have no present plans or intentions for the corporate actions listed in Item 4, while future buying, selling, or distributions remain possible.

Key Figures

Shares outstanding: 63,238,030 shares Tananbaum beneficial ownership: 9,181,328 shares (14.5%) Fund VI holdings: 2,203,800 shares (3.5%) +5 more

8 metrics

Shares outstanding 63,238,030 shares Latigo Biotherapeutics common stock outstanding as of August 7, 2026

Tananbaum beneficial ownership 9,181,328 shares (14.5%) Common stock beneficially owned through Foresite-affiliated funds

Fund VI holdings 2,203,800 shares (3.5%) Latigo common stock with sole voting and dispositive power

Fund V holdings 3,562,984 shares (5.6%) Latigo common stock with sole voting and dispositive power

Opportunity Fund V holdings 3,414,544 shares (5.4%) Latigo common stock with sole voting and dispositive power

Convertible note principal $3,500,000.00 Convertible promissory note issued to Fund VI in June 2026

IPO purchase price $18.00 per share Price paid by Fund VI for 140,000 IPO shares

Series A-2 purchase price $0.89869 per share Price for 2022 and 2023 Series A-2 preferred purchases

Key Terms

beneficial ownership, convertible promissory note, reverse stock split, demand registration rights, +2 more

6 terms

beneficial ownership financial

"This Statement on relates to the beneficial ownership of Common Stock"

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.

convertible promissory note financial

"the Issuer issued a convertible promissory note (the "Convertible Note")"

A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.

reverse stock split financial

"the Issuer effected a 1-for-6.42441 reverse stock split"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

demand registration rights regulatory

"grants to Fund VI, Fund V, Opportunity Fund V ... demand registration rights"

piggyback registration rights regulatory

"grants to Fund VI, Fund V, Opportunity Fund V ... piggyback registration rights"

A contractual right that lets existing shareholders join a company’s planned public sale of stock so they can sell their own shares at the same time under the same paperwork. It matters to investors because it gives insiders and early holders an easier, often faster way to convert shares to cash, while also potentially increasing the number of shares offered and affecting the share price — like catching a scheduled bus instead of hiring a private ride to get where you need to go.

Lock-Up Agreements financial

"entered into a letter agreement ... (together, the "Lock-Up Agreements")"

A lock-up agreement is a contract that prevents company insiders—founders, employees, and early investors—from selling their shares for a set period after a public stock offering. It matters to investors because it keeps a large block of shares off the market temporarily; when the lock-up ends, those holders can sell and this increased supply can cause the stock price to fall, similar to a timed release that suddenly opens a valve.

FAQ

How much of Latigo Biotherapeutics (ALMS) does James B. Tananbaum report owning?

James B. Tananbaum reports beneficial ownership of 9,181,328 shares of Latigo Biotherapeutics, or 14.5% of the company’s 63,238,030 outstanding shares as of August 7, 2026, held through Foresite Capital Fund V, Fund VI and Opportunity Fund V.

What are the individual stakes of the Foresite Capital funds in Latigo Biotherapeutics (ALMS)?

Foresite Capital Fund VI holds 2,203,800 shares (3.5%), Fund V holds 3,562,984 shares (5.6%), and Opportunity Fund V holds 3,414,544 shares (5.4%) of Latigo Biotherapeutics common stock, with sole voting and dispositive power attributed through their respective general partners.

How did Foresite Capital initially invest in Latigo Biotherapeutics (ALMS)?

Foresite Capital funds bought Series A-2 preferred shares in 2022 and 2023 at $0.89869 per share and Series B preferred shares in 2025 at $1.5729 per share, for combined aggregate consideration of over $57 million, before later conversion into common stock at the IPO.

What was the role of the reverse stock split in Foresite’s Latigo (ALMS) holdings?

On July 28, 2026, Latigo effected a 1-for-6.42441 reverse stock split, adjusting all outstanding common and convertible preferred shares. After this, Foresite funds held specified reduced counts of Series A-2 and B preferred shares, which then converted one‑for‑one into common stock at the IPO.

Did Foresite Capital participate in the Latigo Biotherapeutics (ALMS) IPO itself?

Yes. In the initial public offering, Foresite Capital Fund VI purchased 140,000 shares of Latigo common stock from the underwriters at $18.00 per share, for an aggregate purchase price of $2,520,000, in addition to shares received from preferred and note conversions.

What lock-up and registration rights apply to Foresite’s Latigo (ALMS) stake?

Fund VI, Fund V, Opportunity Fund V and James B. Tananbaum agreed to 180-day lock-up restrictions after the prospectus date, limiting sales and hedging. They also hold demand, piggyback and Form S-3 registration rights under a January 28, 2025 investors’ rights agreement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 08/17/2026 - 06:09 AM Accepted by SEC EDGAR 08/17/2026 - 06:09 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Latigo Biotherapeutics, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

517954103

(CUSIP Number)

Amelia Stoj
9200 Sunset Boulevard, Suite PH1
West Hollywood, CA, 90069
(203) 687-6536

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/10/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

Foresite Capital Fund VI LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,203,800.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,203,800.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,203,800.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to Row 7: 2,203,800 shares, except that Foresite Capital Management VI, LLC ("FCM VI"), the general partner of Foresite Capital Fund VI LP ("Fund VI"), may be deemed to have sole power to vote these shares, and James B. Tananbaum ("Tananbaum"), the managing member of FCM VI, may be deemed to have sole power to vote these shares. Note to Row 8: See response to row 7. Note to Row 9: 2,203,800 shares, except that FCM VI, the general partner of Fund VI, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM VI, may be deemed to have sole power to dispose of these shares. Note to Row 10: See response to row 9. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of Latigo Biotherapeutics, Inc. (the "Issuer") outstanding as of August 7, 2026, as set forth in the Issuer's Prospectus filed pursuant to Rule 424(b)(4) with the Securities and Exchange Commission ("SEC") on August 7, 2026 (the "Prospectus").

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

Foresite Capital Management VI, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 2,203,800.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 2,203,800.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

2,203,800.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to Row 7: 2,203,800 shares, all of which are directly owned by Fund VI. FCM VI, the general partner of Fund VI, may be deemed to have sole power to vote these shares, and Tananbaum, the managing member of FCM VI, may be deemed to have sole power to vote these shares. Note to Row 8: See response to row 7. Note to Row 9: 2,203,800 shares, all of which are directly owned by Fund VI. FCM VI, the general partner of Fund VI, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM VI, may be deemed to have sole power to dispose of these shares. Note to Row 10: See response to row 9. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Prospectus.

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

Foresite Capital Fund V, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,562,984.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,562,984.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,562,984.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.6 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to Row 7: 3,562,984 shares, except that Foresite Capital Management V, LLC ("FCM V"), the general partner of Foresite Capital Fund V, L.P. ("Fund V"), may be deemed to have sole power to vote these shares, and Tananbaum, the managing member of FCM V, may be deemed to have sole power to vote these shares. Note to Row 8: See response to row 7. Note to Row 9: 3,562,984 shares, except that FCM V, the general partner of Fund V, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM V, may be deemed to have sole power to dispose of these shares. Note to Row 10: See response to row 9. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Prospectus.

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

Foresite Capital Management V, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,562,984.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,562,984.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,562,984.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.6 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to Row 7: 3,562,984 shares, all of which are directly owned by Fund V. FCM V, the general partner of Fund V, may be deemed to have sole power to vote these shares, and Tananbaum, the managing member of FCM V, may be deemed to have sole power to vote these shares. Note to Row 8: See response to row 7. Note to Row 9: 3,562,984 shares, all of which are directly owned by Fund V. FCM V, the general partner of Fund V, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCM V, may be deemed to have sole power to dispose of these shares. Note to Row 10: See response to row 9. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Prospectus.

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

Foresite Capital Opportunity Fund V, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,414,544.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,414,544.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,414,544.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to Row 7: 3,414,544 shares, except that Foresite Capital Opportunity Management V, LLC ("FCOM V"), the general partner of Foresite Capital Opportunity Fund V, L.P. ("Opportunity Fund V"), may be deemed to have sole power to vote these shares, and Tananbaum, the managing member of FCOM V, may be deemed to have sole power to vote these shares. Note to Row 8: See response to row 7. Note to Row 9: 3,414,544 shares, except that FCOM V, the general partner of Opportunity Fund V, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCOM V, may be deemed to have sole power to dispose of these shares. Note to Row 10: See response to row 9. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Prospectus.

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

Foresite Capital Opportunity Management V, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,414,544.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,414,544.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,414,544.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.4 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Note to Row 7: 3,414,544 shares, all of which are directly owned by Opportunity Fund V. FCOM V, the general partner of Opportunity Fund V, may be deemed to have sole power to vote these shares, and Tananbaum, the managing member of FCOM V, may be deemed to have sole power to vote these shares. Note to Row 8: See response to row 7. Note to Row 9: 3,414,544 shares, all of which are directly owned by Opportunity Fund V. FCOM V, the general partner of Opportunity Fund V, may be deemed to have sole power to dispose of these shares, and Tananbaum, the managing member of FCOM V, may be deemed to have sole power to dispose of these shares. Note to Row 10: See response to row 9. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Prospectus.

SCHEDULE 13D

CUSIP Number(s): 517954103

1

Name of reporting person

James B. Tananbaum

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 9,181,328.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 9,181,328.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

9,181,328.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

14.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to Row 7: 9,181,328 shares, of which 2,203,800 shares are directly owned by Fund VI, 3,562,984 shares are directly owned by Fund V and 3,414,544 shares are directly owned by Opportunity Fund V. Tananbaum is the managing member of each of FCM VI, which is the general partner of Fund VI; FCM V, which is the general partner of Fund V; and FCOM V, which is the general partner of Opportunity Fund V. Tananbaum may be deemed to have sole power to vote the shares directly owned by Fund VI, Fund V and Opportunity Fund V. Note to Row 9: 9,181,328 shares, of which 2,203,800 shares are directly owned by Fund VI, 3,562,984 shares are directly owned by Fund V and 3,414,544 shares are directly owned by Opportunity Fund V. Tananbaum is the managing member of each of FCM VI, which is the general partner of Fund VI; FCM V, which is the general partner of Fund V; and FCOM V, which is the general partner of Opportunity Fund V. Tananbaum may be deemed to have sole power to dispose of the shares directly owned by Fund VI, Fund V and Opportunity Fund V. Note to Row 13: This percentage is calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Prospectus.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock
(b)	Name of Issuer: Latigo Biotherapeutics, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1300 Rancho Conejo Boulevard, Suite 305, Thousand Oaks, CALIFORNIA , 91320.
Item 1 Comment: This Statement on Schedule 13D relates to the beneficial ownership of Common Stock of Latigo Biotherapeutics, Inc., a corporation organized under the laws of the state of Delaware ("Issuer"). This Schedule 13D is being filed by Foresite Capital Fund VI LP ("Fund VI"), Foresite Capital Management VI, LLC ("FCM VI"), Foresite Capital Fund V, L.P. ("Fund V"), Foresite Capital Management V, LLC ("FCM V"), Foresite Capital Opportunity Fund V, L.P. ("Opportunity Fund V"), Foresite Capital Opportunity Management V, LLC ("FCOM V") and James B. Tananbaum ("Tananbaum" and together with Fund VI, FCM VI, Fund V, FCM V, Opportunity Fund V and FCOM V, the "Reporting Persons").
Item 2.	Identity and Background
(a)	The persons and entities filing this Schedule 13D are Fund VI, FCM VI, Fund V, Opportunity Fund V, FCOM V and Tananbaum. FCM VI, the general partner of Fund VI, may be deemed to have sole power to vote and sole power to dispose of shares of the Issuer directly owned by Fund VI. FCM V, the general partner of Fund V, may be deemed to have sole power to vote and sole power to dispose of shares of the Issuer directly owned by Fund V. FCOM V, the general partner of Opportunity Fund V, may be deemed to have sole power to vote and sole power to dispose of shares of the Issuer directly owned by Opportunity Fund V. Tananbaum, the managing member of each of FCM VI, FCM V and FCOM V may be deemed to have sole power to vote and sole power to dispose of shares of the Issuer directly owned by Fund VI, Fund V and Opportunity Fund V.
(b)	The address of the principal place of business for each of Fund VI, FCM VI, Fund V, FCM V, Opportunity Fund V, FCOM V and Tananbaum is c/o Foresite Capital Management, LLC, 9200 Sunset Boulevard, Suite PH1, West Hollywood, CA 90069.
(c)	The principal occupation of each of the Reporting Persons is the venture capital investment business. The principal business of each of Fund VI, Fund V and Opportunity Fund V is to make investments in private and public companies. The principal business of FCM VI is to serve as the general partner of Fund VI, the principal business of FCM V is to serve as the general partner of Fund V and the principal business of FCOM V is to serve as the general partner of Opportunity Fund V. Tananbaum is the managing member of each of FCM VI, FCM V and FCOM V. Tananbaum is also a member of the board of directors of the Issuer.
(d)	During the last five years, none of the Reporting Persons has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the last five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Each of Fund VI, Fund V and Opportunity Fund V is a Delaware limited partnership. Each of FCM VI, FCM V and FCOM V is a Delaware limited liability company. Tananbaum is a U.S. citizen.
Item 3.	Source and Amount of Funds or Other Consideration
	Direct Purchase of Series A-2 Convertible Preferred Stock In September 2022, Fund V purchased an aggregate of 10,014,576 shares of Series A-2 Convertible Preferred Stock of the Issuer, Opportunity Fund V purchased an aggregate of 10,014,576 shares of Series A-2 Convertible Preferred Stock of the Issuer and Fund VI purchased an aggregate of 2,225,461 shares of Series A-2 Convertible Preferred Stock of the Issuer at a price of $0.89869 per share, or $20,000,009.70 in the aggregate. In October 2023, Fund V purchased an aggregate of 10,014,576 shares of Series A-2 Convertible Preferred Stock of the Issuer, Opportunity Fund V purchased an aggregate of 10,014,576 shares of Series A-2 Convertible Preferred Stock of the Issuer and Fund VI purchased an aggregate of 5,007,289 shares of Series A-2 Convertible Preferred Stock of the Issuer at a price of $0.89869 per share, or $22,499,988.50 in the aggregate. Direct Purchase of Series B Convertible Preferred Stock In January 2025, Fund V purchased an aggregate of 1,907,280 shares of Series B Convertible Preferred Stock of the Issuer, Opportunity Fund V purchased an aggregate of 1,271,520 shares of Series B Convertible Preferred Stock of the Issuer and Fund VI purchased an aggregate of 3,178,801 shares of Series B Convertible Preferred Stock of the Issuer at a price of $1.5729 per share, or $9,999,989.23 in the aggregate. In September 2025, Fund V purchased an aggregate of 953,640 shares of Series B Convertible Preferred Stock of the Issuer, Opportunity Fund V purchased an aggregate of 635,760 shares of Series B Convertible Preferred Stock of the Issuer and Fund VI purchased an aggregate of 1,589,400 shares of Series B Convertible Preferred Stock of the Issuer at a price of $1.5729 per share, or $4,999,998.10 in the aggregate. Convertible Promissory Notes In June 2026, the Issuer issued a convertible promissory note (the "Convertible Note") to Fund VI with a total principal amount of $3,500,000.00 in exchange for $3,500,000.00 in cash. Reverse Stock Split and Conversion On July 28, 2026, the Issuer effected a 1-for-6.42441 reverse stock split of its issued and outstanding Common Stock and convertible preferred stock, as a result of which Fund V held 3,117,664 shares of Series A-2 Convertible Preferred Stock of the Issuer; Opportunity Fund V held 3,117,664 shares of Series A-2 Convertible Preferred Stock of the Issuer; Fund VI held 1,125,823 shares of Series A-2 Convertible Preferred Stock of the Issuer; Fund V held 445,320 shares of Series B Convertible Preferred Stock of the Issuer; Opportunity Fund V held 296,880 shares of Series B Convertible Preferred Stock of the Issuer; and Fund VI held 742,201 shares of Series B Convertible Preferred Stock of the Issuer. In connection with the closing of the Issuer's initial public offering on August 10, 2026 (the "Initial Offering"), each share of Series A-2 Convertible Preferred Stock and Series B Convertible Preferred Stock automatically converted into one share of Common Stock and the principal amount of the Convertible Note together with any accrued but unpaid interest automatically converted into shares of Common Stock upon the closing of the Initial Offering at a conversion price equal to the Initial Offering price of Common Stock. Purchase in Initial Offering In connection with the Initial Offering, Fund VI purchased 140,000 shares of the Issuer's Common Stock from the underwriters for $18.00 per share, or $2,520,000 in the aggregate. Such purchases occurred pursuant to and on the terms set forth in the Issuer's Prospectus filed pursuant to Rule 424(b)(4) on August 7. 2026 with the SEC (File No. 333-297518) (the "Prospectus"). Source of Funds The source of the funds for all purchases and acquisitions by Fund VI, Fund V and Opportunity Fund V was from working capital. No part of the purchase price was borrowed by Fund VI, Fund V or Opportunity Fund V for the purpose of acquiring any securities discussed in this Item 3.
Item 4.	Purpose of Transaction
	The Reporting Persons hold their securities of the Issuer for investment purposes. Depending on the factors discussed herein, the Reporting Persons may, from time to time, acquire additional shares of Common Stock and/or retain and/or sell all or a portion of the Common Stock held by the Reporting Persons in the open market or in privately negotiated transactions, and/or may distribute the Common Stock held by the Reporting Persons to their respective members or limited partners. Any actions the Reporting Persons might undertake will be dependent upon the Reporting Persons' review of numerous factors, including, among other things, the price levels of the Common Stock; general market and economic conditions; ongoing evaluation of the Issuer's business, financial condition, operations and prospects; the relative attractiveness of alternative business and investment opportunities; and other future developments. Except as set forth above, the Reporting Persons have no present plans or intentions which would result in or relate to any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	Regarding aggregate beneficial ownership, see Row 11 of the cover page of each Reporting Person. Regarding percentage beneficial ownership, see Row 13 of the cover page of each Reporting Person. Regarding sole power to vote shares, see Row 7 of the cover page of each Reporting Person. Regarding shared power to vote shares, see Row 8 of the cover page of each Reporting Person. Regarding sole power to dispose of shares, see Row 9 of the cover page of each Reporting Person. Regarding shared power to dispose of shares, see Row 10 of the cover page of each Reporting Person. The percentage listed in Row 13 for each Reporting Person was calculated based upon 63,238,030 shares of common stock of the Issuer outstanding as of August 7, 2026, as set forth in the Issuer's Prospectus filed pursuant to Rule 424(b)(4) with the Securities and Exchange Commission on August 7, 2026.
(b)	See response to Item 5(a) above.
(c)	Except as reported in this Statement, none of the Reporting Persons has effected any transactions in the Issuer's securities within the past 60 days.
(d)	Under certain circumstances set forth in the limited partnership agreement of each of Fund VI, Fund V and Opportunity Fund V and the limited liability company agreement of each of FCM VI, FCM V and FCOM V, the partners or members, as the case may be, of each of such entities may be deemed to have the right to receive dividends from, or the proceeds from the sale of, shares of the Issuer directly or indirectly owned by each such entity of which they are a partner or member.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	In connection with the issuance of the Series A-2 Redeemable Convertible Preferred Stock and Series B-2 Redeemable Convertible Preferred Stock of the Issuer, Fund VI, Fund V, Opportunity Fund V and certain other investors entered into an Amended and Restated Investors' Rights Agreement dated January 28, 2025 (the "Rights Agreement"). The Rights Agreement grants to Fund VI, Fund V, Opportunity Fund V and certain other parties thereto certain rights including demand registration rights, piggyback registration rights and Form S-3 registration rights. Such registration rights will expire, with respect to any particular stockholder, upon the earliest to occur of: (a) the closing of a Deemed Liquidation Event (as defined therein) (b) such time after consummation of the IPO (as defined therein) as Rule 144 or another similar exemption under the Securities Act (as defined therein) is available for the sale of all of such holder's shares without limitation during a three-month period without registration; or (c) the fifth anniversary of the IPO (as defined therein). The rights set forth in the Rights Agreement are more fully described in the Prospectus and incorporated herein by reference. Fund VI, Fund V and Opportunity Fund V entered into a letter agreement with Goldman Sachs & Co. LLC, Jefferies LLC, Leerink Partners LLC, Guggenheim Securities, LLC, as representatives of the underwriters, on July 22, 2026 (together, the "Lock-Up Agreements"). Pursuant to the Lock-Up Agreements, Fund VI, Fund V, Opportunity Fund V and Tananbaum agreed that they would not, during the period ending 180 days after the date set forth on the Prospectus and subject to limited exceptions, (i) offer, sell, contract to sell, pledge, grant any option, right or warrant to purchase, purchase any option or contract to sell, lend or otherwise transfer or dispose of any shares of Common Stock, or any options or warrants to purchase any shares of Common Stock, or any securities convertible into, exchangeable for or that represent the right to receive shares of Common Stock (such shares of Common Stock, options, rights, warrants or other securities, collectively, the "Lock-Up Securities"), including without limitation any such Lock-Up Securities now owned or hereafter acquired by the undersigned, (ii) engage in any hedging or other transaction or arrangement (including, without limitation, any short sale or the purchase or sale of, or entry into, any put or call option, or combination thereof, forward, swap or any other derivative transaction or instrument, however described or defined) which is designed to or which reasonably could be expected to lead to or result in a sale, loan, pledge or other disposition (whether by the undersigned or someone other than the undersigned), or transfer of any of the economic consequences of ownership, in whole or in part, directly or indirectly, of any Lock-Up Securities, whether any such transaction or arrangement (or instrument provided for thereunder) would be settled by delivery of Common Stock or other securities, in cash or otherwise, (iii) make any demand for or exercise any right with respect to the registration of any Lock-Up Securities or (iv) otherwise publicly announce any intention to engage in or cause any action, activity, transaction or arrangement described in clause (i), (ii) or (iii) above. Such Lock-Up Agreement is more fully described in the Prospectus and incorporated herein by reference. Tananbaum, in his capacity as a director of the Issuer, along with the other directors of the Issuer, entered into an Indemnification Agreement with the Issuer. Such Indemnification Agreement is more fully described in the Prospectus and incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	EXHIBIT A Agreement of Joint Filing. EXHIBIT B Amended and Restated Investors' Rights Agreement, filed on July 17, 2026 as Exhibit 4.2 to the Issuer's Registration Statement on Form S-1 (File No. 333-297518), and incorporated herein by reference. EXHIBIT C Form of Lock-Up Agreement, filed as Annex II to the Underwriting Agreement filed on August 4, 2026 as Exhibit 1.1 to the Issuer's Amendment No. 2 to Form S-1 Registration Statement (File No. 333-297518), and incorporated herein by reference. EXHIBIT D Form of Indemnification Agreement, filed on July 17, 2026 as Exhibit 10.1 to the Issuer's Registration Statement on Form S-1 (File No. 333-297518), and incorporated herein by reference.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Foresite Capital Fund VI LP

Signature:	/s/ James B. Tananbaum
Name/Title:	James Tananbaum, Managing Member of the General Partner
Date:	08/17/2026

Foresite Capital Management VI, LLC

Signature:	/s/ James B. Tananbaum
Name/Title:	James Tananbaum, Managing Member
Date:	08/17/2026

Foresite Capital Fund V, L.P.

Signature:	/s/ James B. Tananbaum
Name/Title:	James Tananbaum, Managing Member of the General Partner
Date:	08/17/2026

Foresite Capital Management V, LLC

Signature:	/s/ James B. Tananbaum
Name/Title:	James Tananbaum, Managing Member
Date:	08/17/2026

Foresite Capital Opportunity Fund V, L.P.

Signature:	/s/ James B. Tananbaum
Name/Title:	James Tananbaum, Managing Member of the General Partner
Date:	08/17/2026

Foresite Capital Opportunity Management V, LLC

Signature:	/s/ James B. Tananbaum
Name/Title:	James Tananbaum, Managing Member
Date:	08/17/2026

James B. Tananbaum

Signature:	/s/ James B. Tananbaum
Name/Title:	James B. Tananbaum
Date:	08/17/2026