Aspen Neuroscience: OrbiMed buys 1M IPO shares
Conversions from Series Seed-2, Series A-1, Series A-2, Series B and Series C preferred stock each have a separately stated common-share amount.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
For Aspen Neuroscience, Inc. (ASPE), director and 10% owner Peter A. Thompson reported that OrbiMed Private Investments VII, LP purchased 1,000,000 common shares in the initial public offering at $15 per share on November 2, 2026. The partnership’s preferred-stock holdings automatically converted into common stock on a 1-for-9.8821 basis upon completion of the IPO, for no additional consideration. No Rule 10b5-1 plan is reported for the purchase.
Insider Trade Summary
Net Buyer: 1,000,000 shares
Net Buy
11 txns
Insider
Thompson Peter A.
Role
Director, 10% Owner
Bought
1,000,000 shs ($15.00M)
Increase in Position
38.6%
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series Seed-2 Convertible Preferred Stock F1, F3, F4 | 196,541 | $0.00 | $0.00 |
| Conversion | Series A-1 Convertible Preferred Stock F1, F3, F4 | 642,745 | $0.00 | $0.00 |
| Conversion | Series A-2 Convertible Preferred Stock F1, F3, F4 | 616,984 | $0.00 | $0.00 |
| Conversion | Series B Convertible Preferred Stock F1, F3, F4 | 625,743 | $0.00 | $0.00 |
| Conversion | Series C Convertible Preferred Stock F1, F3, F4 | 507,119 | $0.00 | $0.00 |
| Conversion | Common Stock F1, F3, F4 | 196,541 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 642,745 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 616,984 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 625,743 | -- | -- |
| Conversion | Common Stock F1, F3, F4 | 507,119 | -- | -- |
| Purchase | Common Stock F2, F3, F4 | 1,000,000 | $15.00 | $15.00M |
Holdings After Transaction:
Series Seed-2 Convertible Preferred Stock — 0 contracts (Indirect, See footnotes);
Series A-1 Convertible Preferred Stock — 0 contracts (Indirect, See footnotes);
Series A-2 Convertible Preferred Stock — 0 contracts (Indirect, See footnotes);
Series B Convertible Preferred Stock — 0 contracts (Indirect, See footnotes);
Series C Convertible Preferred Stock — 0 contracts (Indirect, See footnotes);
Common Stock — 3,589,132 shares (Indirect, See footnotes)
Holdings Before and After:
Series Seed-2 Convertible Preferred Stock, 196,541 to 0 contracts (Indirect, See footnotes);
Series A-1 Convertible Preferred Stock, 642,745 to 0 contracts (Indirect, See footnotes);
Series A-2 Convertible Preferred Stock, 616,984 to 0 contracts (Indirect, See footnotes);
Series B Convertible Preferred Stock, 625,743 to 0 contracts (Indirect, See footnotes);
Series C Convertible Preferred Stock, 507,119 to 0 contracts (Indirect, See footnotes);
Common Stock, 0 to 3,589,132 shares (Indirect, See footnotes)
Other Insiders: 3 other insiders reported open-market purchases of this stock in the 30 days up to this filing.
Footnotes (4)
- F1. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, as amended, each share of Series Seed-2 Convertible Preferred Stock, Series A-1 Convertible Preferred Stock, Series A-2 Convertible Preferred Stock, Series B Convertible Preferred Stock, and Series C Convertible Preferred Stock (collectively, the "Preferred Stock") was convertible, at the option of the holder, at any time. In connection with the completion of the Issuer's initial public offering of its Common Stock, each share of Preferred Stock automatically converted on a 1-for-9.8821 basis into shares of Common Stock, for no additional consideration. Share numbers give effect to such conversion. The securities have no expiration date.
- F2. Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering.
- F3. Securities held by OrbiMed Private Investments VII, LP ("OPI VII"). OrbiMed Capital GP VII LLC ("OrbiMed GP") is the general partner of OPI VII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of OrbiMed GP. By virtue of such relationships, OrbiMed GP and OrbiMed Advisors may be deemed to have voting and investment power with respect to the shares held by OPI VII. OrbiMed Advisors exercises investment and voting power through a management committee comprised of Carl L. Gordon, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VII, except to the extent of its or his pecuniary interest therein if any.
- F4. Each of the Reporting Person, OrbiMed Advisors, and OrbiMed GP disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Person, OrbiMed Advisors, or OrbiMed GP is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
Key Figures
Common shares purchased: 1,000,000 shares
Purchase price: $15 per share
Preferred-to-common conversion ratio: 1-for-9.8821
+5 more
8 metrics
Common shares purchased
1,000,000 shares
IPO purchase on November 2, 2026
Purchase price
$15 per share
IPO purchase on November 2, 2026
Preferred-to-common conversion ratio
1-for-9.8821
Automatic conversion upon completion of the IPO
Series Seed-2 common shares
196,541 shares
Listed conversion-related common shares on November 2, 2026
Series A-1 common shares
642,745 shares
Listed conversion-related common shares on November 2, 2026
Series A-2 common shares
616,984 shares
Listed conversion-related common shares on November 2, 2026
Series B common shares
625,743 shares
Listed conversion-related common shares on November 2, 2026
Series C common shares
507,119 shares
Listed conversion-related common shares on November 2, 2026
Key Terms
initial public offering, Amended and Restated Certificate of Incorporation, voting and investment power, pecuniary interest
4 terms
initial public offering financial
"shares of the Issuer's Common Stock purchased in the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
Amended and Restated Certificate of Incorporation regulatory
"Pursuant to the Issuer's Amended and Restated Certificate of Incorporation"
A company’s amended and restated certificate of incorporation is an updated version of its foundational legal charter that replaces the older document and folds in all changes into one clear copy; it spells out corporate structure, classes of stock, shareholder rights and key governance rules. Investors care because it can change who controls the company, how votes are counted, what claims shareholders have on assets or dividends, and can introduce or remove protections against takeovers—like updating a house title after a major renovation to show who owns what and under what rules.
voting and investment power regulatory
"may be deemed to have voting and investment power"
pecuniary interest regulatory
"except to the extent of its pecuniary interest therein if any"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
AI-generated analysis. How Rhea-AI works. Not financial advice.
