Alto Neuroscience (ANRO) CFO reports 2,806-share tax withholding

Rhea-AI Filing Summary

Alto Neuroscience, Inc. Chief Financial Officer & CBO Nicholas Conrad Smith reported a Form 4 transaction involving company common stock. On March 1, 2026, 2,806 shares were withheld at $19.69 per share to cover taxes upon vesting of restricted stock units, rather than through an open market trade. After this tax-withholding disposition, he directly held 24,060 common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Smith Nicholas Conrad

Role CHIEF FINANCIAL OFFICER & CBO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,806	$19.69	$55K

Holdings After Transaction: Common Stock — 24,060 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Smith Nicholas Conrad

(Last) (First) (Middle)

C/O ALTO NEUROSCIENCE, INC.

650 CASTRO STREET, SUITE 450

(Street)

MOUNTAIN VIEW CA 94041

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Alto Neuroscience, Inc. [ ANRO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF FINANCIAL OFFICER & CBO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/01/2026		F		2,806(1)	D	$19.69	24,060	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of common stock withheld for payment of taxes upon vesting of restricted stock units previously reported in Table I and does not represent an open market transaction by the reporting person.

Remarks:

	/s/ Erin R. McQuade, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Alto Neuroscience (ANRO) report for Nicholas Conrad Smith?

Alto Neuroscience’s CFO Nicholas Conrad Smith reported a tax-withholding disposition of 2,806 common shares. The shares were withheld to pay taxes upon vesting of restricted stock units, not sold in the open market, and were previously reported as equity awards.

Was the ANRO insider transaction an open market sale of shares?

No, the ANRO insider transaction was not an open market sale. The 2,806 shares were withheld by the company to satisfy tax obligations tied to vesting restricted stock units, as noted in the footnote, rather than being sold through public market trading.

How many Alto Neuroscience (ANRO) shares were involved in the CFO’s Form 4 filing?

The Form 4 filing shows 2,806 Alto Neuroscience common shares were withheld. These shares were used to cover tax liabilities when restricted stock units vested, according to the filing’s footnote explaining the nature of the tax-withholding disposition.

What price per share was used in the ANRO tax-withholding disposition?

The tax-withholding disposition for Alto Neuroscience shares used a price of $19.69 per share. This price applied to the 2,806 common shares withheld to satisfy tax obligations triggered by vesting restricted stock units previously reported as equity awards.

How many Alto Neuroscience (ANRO) shares does the CFO hold after this transaction?

Following the tax-withholding disposition, the CFO directly holds 24,060 Alto Neuroscience common shares. This post-transaction balance reflects the remaining shares after 2,806 were withheld by the company to cover tax obligations linked to restricted stock unit vesting.

What does the footnote in the Alto Neuroscience (ANRO) Form 4 explain about the transaction?

The footnote explains the 2,806 shares represent common stock withheld for tax payment on vesting restricted stock units. It clarifies the transaction is not an open market trade by the reporting person, but a share withholding mechanism for tax liabilities.