ALX Oncology Lightstone stake diluted to 2.2%

ALX Oncology Holdings Inc. investors affiliated with Lightstone Ventures filed Amendment No. 3 to update their ownership in the company’s common stock.

Rhea-AI Filing Summary

ALX Oncology Holdings Inc. investors affiliated with Lightstone Ventures filed Amendment No. 3 to update their ownership in the company’s common stock. The group now beneficially owns 2,942,525 shares, representing 2.2% of the common stock, based on 134,562,917 shares outstanding as of May 1, 2026.

The filing explains that the group ceased to be beneficial owners of more than five percent of ALX Oncology’s common stock on or about February 2, 2026. This change resulted from dilution due to the issuer’s issuance of additional shares, not from any purchases or sales by the reporting persons, and no transactions occurred in the prior sixty days.

Key Figures

Group beneficial ownership: 2,942,525 shares Ownership percentage: 2.2% Shares outstanding: 134,562,917 shares +5 more

8 metrics

Group beneficial ownership 2,942,525 shares Total shares beneficially owned by reporting persons

Ownership percentage 2.2% Percent of ALX Oncology common stock beneficially owned

Shares outstanding 134,562,917 shares Common stock outstanding as of May 1, 2026

Lightstone Ventures, L.P. holdings 1,363,262 shares Shares held by LV LP included in group ownership

Lightstone Ventures II, L.P. holdings 1,315,255 shares Shares held by LV II LP included in group ownership

Ownership threshold change date on or about February 2, 2026 Date group ceased to own over 5% of common stock

Lightstone Ventures (A), L.P. holdings 185,870 shares Shares held by LV(A) LP

Lightstone Ventures II (A), L.P. holdings 78,138 shares Shares held by LV II(A) LP

Key Terms

beneficially owned, dispositive power, Schedule 13D/A, dilution, +1 more

5 terms

beneficially owned financial

"Rows 11 and 13 of each Reporting Person's cover page to this /A set forth the aggregate number of shares of common stock and percentages of the shares of common stock beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

dispositive power financial

"Rows 7 through 10 of each Reporting Person's cover page to this /A set forth the number of shares of common stock as to which such Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

Schedule 13D/A regulatory

"This Amendment No. 3 (this "Amendment No. 3" or this "/A") amends and supplements the statement on originally filed"

A Schedule 13D/A is an amended disclosure filed with regulators by an investor who already reported owning more than 5% of a company’s shares and needs to update their original filing. Think of it as a public status update that tells markets whether the investor’s ownership, plans, or source of funds have changed; such updates matter because they can signal a push for control, major strategic moves, or increased pressure on management, which can affect stock prices.

dilution financial

"This Amendment No. 3 is being filed to report the dilution of the Reporting Persons' beneficial ownership in the Issuer's common stock"

Dilution occurs when a company issues additional shares, increasing the total number of shares outstanding. This can reduce the ownership percentage and voting power of existing shareholders, similar to slicing a pie into more pieces—each piece becomes smaller. For investors, dilution can mean a reduced stake in the company and potentially lower earnings per share, affecting the value of their investment.

aggregate amount beneficially owned financial

"11Aggregate amount beneficially owned by each reporting person 1,549,132.00"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What ownership stake in ALX Oncology (ALXO) do the Lightstone entities report?

The reporting group now beneficially owns 2,942,525 shares of ALX Oncology common stock, equal to 2.2% of shares outstanding, based on 134,562,917 shares reported as outstanding as of May 1, 2026.

Why did the Lightstone group fall below 5% ownership in ALX Oncology (ALXO)?

They fell below 5% ownership due to dilution from ALX Oncology issuing additional common shares. The filing states this change was not caused by any acquisition or disposition of securities by the reporting persons themselves.

Did the Lightstone reporting persons trade ALX Oncology (ALXO) shares recently?

No. The filing states that no transactions involving ALX Oncology securities were effected by any reporting person during the sixty days prior to the event date, indicating a passive change in ownership percentage.

How many ALX Oncology (ALXO) shares do the main Lightstone funds hold?

The filing lists 1,363,262 shares held by Lightstone Ventures, L.P., 185,870 by Lightstone Ventures (A), L.P., 1,315,255 by Lightstone Ventures II, L.P., and 78,138 by Lightstone Ventures II (A), L.P., all included in the group’s reported beneficial ownership.

When did the Lightstone group cease to own over 5% of ALX Oncology (ALXO)?

The reporting persons ceased to be beneficial owners of more than five percent of ALX Oncology’s common stock on or about February 2, 2026, due to dilution from the issuer’s additional share issuances.

What share count did ALX Oncology (ALXO) report outstanding for this filing?

The ownership percentages are calculated using 134,562,917 shares of ALX Oncology common stock outstanding as of May 1, 2026, as reported in the company’s Quarterly Report on Form 10-Q filed on May 8, 2026.

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

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Accepted by SEC EDGAR 05/27/2026 - 04:17 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

ALX Oncology Holdings Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

00166B105

(CUSIP Number)

Travis Boettner
c/o Lightstone Ventures, 420 Boylston St. Suite 602
Boston, MA, 02116
(617) 933-3770

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

05/27/2026

(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): 00166B105

1

Name of reporting person

LSV Associates, 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 0.00
8	Shared Voting Power 1,549,132.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,549,132.00

11

Aggregate amount beneficially owned by each reporting person

1,549,132.00

12

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

13

Percent of class represented by amount in Row (11)

1.2 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Lightstone Ventures, 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 0.00
8	Shared Voting Power 1,363,262.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,363,262.00

11

Aggregate amount beneficially owned by each reporting person

1,363,262.00

12

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

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Lightstone Ventures (A), 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 0.00
8	Shared Voting Power 185,870.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 185,870.00

11

Aggregate amount beneficially owned by each reporting person

185,870.00

12

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

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

LSV Associates II, 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 0.00
8	Shared Voting Power 1,393,393.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,393,393.00

11

Aggregate amount beneficially owned by each reporting person

1,393,393.00

12

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

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Lightstone Ventures II, 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, PF

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 0.00
8	Shared Voting Power 1,315,255.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,315,255.00

11

Aggregate amount beneficially owned by each reporting person

1,315,255.00

12

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

13

Percent of class represented by amount in Row (11)

1.0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Lightstone Ventures II (A), 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 0.00
8	Shared Voting Power 78,138.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 78,138.00

11

Aggregate amount beneficially owned by each reporting person

78,138.00

12

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

13

Percent of class represented by amount in Row (11)

0.1 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Michael A Carusi

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 0.00
8	Shared Voting Power 2,942,525.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,942,525.00

11

Aggregate amount beneficially owned by each reporting person

2,942,525.00

12

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

13

Percent of class represented by amount in Row (11)

2.2 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Jean George

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 0.00
8	Shared Voting Power 2,942,525.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,942,525.00

11

Aggregate amount beneficially owned by each reporting person

2,942,525.00

12

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

13

Percent of class represented by amount in Row (11)

2.2 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP Number(s): 00166B105

1

Name of reporting person

Henry A. Plain Jr

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 0.00
8	Shared Voting Power 2,942,525.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,942,525.00

11

Aggregate amount beneficially owned by each reporting person

2,942,525.00

12

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

13

Percent of class represented by amount in Row (11)

2.2 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: ALX Oncology Holdings Inc.
(c)	Address of Issuer's Principal Executive Offices: 323 ALLERTON AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA , 94080.
Item 1 Comment: This Amendment No. 3 (this "Amendment No. 3" or this "Schedule 13D/A") amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") on July 31, 2020, and amended on December 20, 2023 and February 14, 2024 (as amended, the "Statement") by the Reporting Persons. This Amendment No. 3 is being filed to report the dilution of the Reporting Persons' beneficial ownership in the Issuer's common stock and not as a result of any acquisition or disposition of securities by the Reporting Persons. Unless otherwise defined herein, capitalized terms used in this Amendment No. 3 shall have the meanings ascribed to them in the Statement. Unless amended or supplemented below, the information in the Statement remains unchanged.
Item 5.	Interest in Securities of the Issuer
(a)	Rows 11 and 13 of each Reporting Person's cover page to this Schedule 13D/A set forth the aggregate number of shares of common stock and percentages of the shares of common stock beneficially owned by such Reporting Person and are incorporated by reference. The percentage set forth in each row 13 is based upon 134,562,917 shares of common stock outstanding as of May 1, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 8, 2026. The Reporting Persons' beneficial ownership of the Issuer's securities includes (i) 1,363,262 shares held by LV LP; (ii) 185,870 shares held by LV(A) LP; (iii) 1,315,255 shares held by LV II LP; and (iv) 78,138 shares held by LV II(A) LP. LSV Associates serves as the general partner of each of LV LP and LV(A) LP. LSV Associates II serves as the general partner of each of LV II LP and LV II(A) LP. Messrs. Carusi and Plain, and Ms. George, the individual managing directors of each of LSV Associates and LSV Associates II, share voting and dispositive power with respect to the shares held of record by each of LV LP, LV(A) LP, LV II LP and LV II(A) LP, and may be deemed to own beneficially the shares held by each of LV LP, LV(A) LP, LV II LP and LV II(A) LP.
(b)	Rows 7 through 10 of each Reporting Person's cover page to this Schedule 13D/A set forth the number of shares of common stock as to which such Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition and are incorporated by reference.
(c)	No transactions with respect to the securities of the Issuer have been effected during the past sixty days by any Reporting Person.
(d)	No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the securities beneficially owned by any of the Reporting Persons.
(e)	The Reporting Persons ceased to be the beneficial owners of more than five percent of the Issuer's common stock on or about February 2, 2026 by virtue of dilution resulting from the Issuer's issuance of additional shares of common stock and not as a result of any transaction by the Reporting Persons.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 99.1 Joint Filing Agreement (incorporated by reference to Exhibit A to the Reporting Persons' Schedule 13D/A filed with the SEC on February 14, 2024).

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.

LSV Associates, LLC

Signature:	/s/ Travis Boettner
Name/Title:	By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Lightstone Ventures, L.P.

Signature:	/s/ Travis Boettner
Name/Title:	By LSV Associates, LLC, its General Partner, By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Lightstone Ventures (A), L.P.

Signature:	/s/ Travis Boettner
Name/Title:	By LSV Associates, LLC, its General Partner, By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

LSV Associates II, LLC

Signature:	/s/ Travis Boettner
Name/Title:	By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Lightstone Ventures II, L.P.

Signature:	/s/ Travis Boettner
Name/Title:	By LSV Associates II, LLC, its General Partner, By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Lightstone Ventures II (A), L.P.

Signature:	/s/ Travis Boettner
Name/Title:	By LSV Associates II, LLC, its General Partner, By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Michael A Carusi

Signature:	/s/ Travis Boettner
Name/Title:	By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Jean George

Signature:	/s/ Travis Boettner
Name/Title:	By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026

Henry A. Plain Jr

Signature:	/s/ Travis Boettner
Name/Title:	By Travis Boettner, Attorney-in-Fact
Date:	05/27/2026