Welcome to our dedicated page for Alto Neuroscienc SEC filings (Ticker: ANRO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Alto Neuroscience filings document the regulatory record of a clinical-stage biopharmaceutical issuer developing precision medicines for neuropsychiatric disorders. Form 8-K reports cover operating and financial results, clinical updates for programs such as ALTO-101 and ALTO-207, and material definitive agreements tied to private placements of common stock and pre-funded warrants.
Proxy materials describe annual meeting matters, including director elections, auditor ratification and proposed amendments to the company’s equity incentive and employee stock purchase plans. The filings also identify ANRO common stock registered on the New York Stock Exchange and the company’s emerging growth company status.
Alto Neuroscience, Inc. reported that one of its directors received a grant of stock options. On 01/02/2026, the director was granted 3,806 stock options to purchase Alto Neuroscience common stock. These options were issued under the company’s Non-Employee Director Compensation Policy in lieu of $45,000 in retainer fees.
The options vest in four quarterly installments during 2026, subject to the director’s continued service. 952 options vest on March 31, 2026, 951 options on June 30, 2026, 952 options on September 30, 2026, and 951 options on December 31, 2026. Any unvested portion would not be earned if service ends before the relevant vesting date.
Alto Neuroscience, Inc. has filed a resale registration statement covering up to 8,454,514 shares of common stock for selling stockholders. The shares consist of 3,832,263 outstanding shares and 4,622,251 shares issuable upon exercise of pre-funded warrants from an October 2025 private placement. Alto will not receive proceeds from any stockholder sales, but will receive the $0.0001 per share exercise price if the pre-funded warrants are exercised for cash.
Alto is a clinical-stage biopharmaceutical company using its Precision Psychiatry Platform to develop biomarker-driven treatments for major depressive disorder, bipolar depression, treatment-resistant depression and schizophrenia, with seven clinical-stage assets. The October 2025 private placement raised approximately $50.0 million at $5.914 per share, and Alto reported 31,034,019 shares outstanding as of October 21, 2025 following that financing.
Alto Neuroscience (ANRO) reported Q3 2025 results highlighted by disciplined spending and solid liquidity to fund its clinical pipeline. Cash and cash equivalents were $137.8 million as of September 30, 2025, with total assets of $147.0 million. Net loss was $14.2 million (vs. $16.8 million a year ago) as research and development and general and administrative expenses declined year over year.
Operating cash outflow was $40.3 million for the nine months, reflecting ongoing clinical execution. During the quarter, Alto amended its term loan to up to $75.0 million, drew $20.0 million, and extended maturity to January 1, 2029 with interest-only payments until January 1, 2027. The Wellcome Convertible Grant Agreement remained in place with $2.1 million measured at fair value as of quarter end.
After quarter close, the company completed a private placement issuing 3,832,263 shares and pre-funded warrants for 4,622,251 shares, for $49.9 million in net proceeds. Shares outstanding were 31,066,335 as of November 7, 2025.
Alto Neuroscience, Inc. filed a Form 8-K stating that it reported financial results for the fiscal quarter ended September 30, 2025. The company released these quarterly results in a press release dated November 12, 2025, which is furnished as Exhibit 99.1 and incorporated by reference.
The Form 8-K clarifies that the financial information, including the press release, is being furnished rather than filed under the Exchange Act and is not subject to certain liability provisions, unless specifically incorporated into other SEC filings.
Alto Neuroscience (ANRO): Schedule 13G filed reporting a passive stake by Commodore Capital LP, Commodore Capital Master LP, Robert Egen Atkinson, and Michael Kramarz. The filers beneficially own 3,190,267 shares of common stock, representing 9.8% of the class.
The position includes 1,653,913 common shares and 1,536,354 shares issuable upon exercise of a pre-funded warrant, subject to a Beneficial Ownership Limitation. Ownership percentages are based on 30,908,892 shares outstanding as of October 20, 2025, plus the shares underlying the pre-funded warrant. The filers report shared voting and dispositive power over 3,190,267 shares and certify the securities were not acquired to change or influence control.
Alto Neuroscience entered into a private placement on October 19, 2025, agreeing to sell 3,832,263 shares of common stock and issue pre-funded warrants exercisable for 4,622,251 shares at a purchase price of $5.914 per share, for anticipated gross proceeds of approximately $50.0 million before expenses. The pre-funded warrants carry a $0.0001 per share exercise price and remain outstanding until exercised, subject to a beneficial ownership cap that cannot exceed 19.9%.
The company agreed to file registration statements within 45 days after closing to register the resale of the shares and the warrant shares and to achieve effectiveness within a set period thereafter. Separately, Alto terminated its $75 million at-the-market offering agreement effective October 30, 2025, and did not sell any shares under that program.
Alto Neuroscience entered into a private placement on October 19, 2025, agreeing to sell 3,832,263 shares of common stock and issue pre-funded warrants exercisable for 4,622,251 shares at a purchase price of $5.914 per share, for anticipated gross proceeds of approximately $50.0 million before expenses. The pre-funded warrants carry a $0.0001 per share exercise price and remain outstanding until exercised, subject to a beneficial ownership cap that cannot exceed 19.9%.
The company agreed to file registration statements within 45 days after closing to register the resale of the shares and the warrant shares and to achieve effectiveness within a set period thereafter. Separately, Alto terminated its $75 million at-the-market offering agreement effective October 30, 2025, and did not sell any shares under that program.
Perceptive Advisors LLC, Perceptive Life Sciences Master Fund, Ltd. and Joseph Edelman disclosed a 7.3% beneficial ownership stake in Alto Neuroscience, Inc. (ticker ANRO), representing 1,989,393 shares of common stock. The filing states the ownership percentage is calculated from 27,076,629 outstanding shares as of August 8, 2025. The Master Fund directly holds the shares while Perceptive Advisors acts as investment manager and Mr. Edelman is the managing member, so each reporting person reports shared voting and dispositive power over the same block. The filing certifies the position is not held to change or influence control of the issuer.
Armistice Capital, LLC and Steven Boyd report beneficial ownership of 1,624,000 shares of Alto Neuroscience (ANRO), representing 6.0% of the outstanding common stock based on 27,072,129 shares outstanding. Armistice Capital, as investment manager to Armistice Capital Master Fund Ltd., and Mr. Boyd, as managing member, report shared voting and shared dispositive power over these shares and no sole voting or dispositive power. The filing states the shares are held in the ordinary course of business and not for the purpose of influencing control. The Master Fund is identified as the direct holder and retains the right to proceeds or dividends from the securities.
Alto Neuroscience director Ramiro Sanchez received equity awards disclosed on Form 4 dated 08/12/2025. The report shows two stock option grants exercisable at $3.18 per share covering 30,574 and 3,928 underlying shares. The larger option vests in 36 equal monthly installments beginning September 12, 2025; portions of the smaller option vest on September 30, 2025 (1,383 shares) and December 31, 2025 (2,545 shares). The smaller option was issued in lieu of $8,682.07 in retainer fees and carried an exercise price disclosure of $2.21 for that grant. Both grants are reported as direct beneficial ownership.
Alto Neuroscience, Inc. (ANRO) Form 3 filed on behalf of Ramiro Sanchez reports an initial Section 16 filing disclosing that the reporting person does not beneficially own any securities of the issuer as of the event date 08/12/2025. The form identifies the reporting person as a Director and was signed by an attorney‑in‑fact on 08/14/2025. No non‑derivative or derivative holdings are listed on the schedules.