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BVF affiliates report ~2.35M AVTX shares (NYSE: AVTX) under group attribution

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Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Avalo Therapeutics disclosed Schedule 13G/A ownership details from reporting persons led by Biotechnology Value Fund and affiliates. The filing lists specific beneficial ownership counts and applies a 9.99% Beneficial Ownership Limitation that restricts conversion of Series C Preferred Stock. The Reporting Persons jointly report holdings tied to convertible Series C Preferred Stock convertible into common shares and attribute aggregated positions through partnership and GP relationships.

The filing states 22,788,452 Shares outstanding as of March 18, 2026 was used to compute percentages and that 726 Series C Preferred shares are convertible into 726,000 Shares (conversion limited to 715,000 Shares by the Beneficial Ownership Limitation). Reported beneficial ownership examples: BVF 1,258,371 Shares (≈5.4%), BVF2 919,912 Shares (≈4.0%), Trading Fund OS 141,562 Shares (<1%).

Positive

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Negative

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Insights

Group ownership structure and conversion cap define reported stakes and voting/dispositive attribution.

The filing documents how convertible Series C Preferred Stock (726 shares convertible into 726,000 common shares) interacts with a 9.99% Beneficial Ownership Limitation, which currently restricts conversion to 715,000 Shares. Ownership is presented through multiple entities (funds, GPs, holding companies) with several disclaimers of beneficial ownership by intermediary entities.

Watch subsequent filings for changes in conversion activity or any amendment to the Beneficial Ownership Limitation; cash‑flow treatment and conversion timing are not stated in this excerpt.

Percentages are computed using an as‑of outstanding share count plus allowed convertible shares.

The percentages use 22,788,452 Shares outstanding as of March 18, 2026 plus the 715,000 Shares issuable under conversion subject to the ownership cap. Reported aggregated positions attribute up to 2,347,845 Shares (≈9.99%) to certain holding/manager entities, reflecting group treatment under beneficial ownership rules and aggregation among affiliated reporting persons.

Filing language includes standard disclaimers where GPs and managers disclaim beneficial ownership; monitor future Schedule 13 filings if conversions occur or if the outstanding share base changes.

Shares outstanding used 22,788,452 Shares as of March 18, 2026
Series C Preferred shares 726 shares convertible into 726,000 Shares
Conversion limited shares 715,000 Shares conversion limited by 9.99% Beneficial Ownership Limitation as of March 31, 2026
BVF beneficial ownership 1,258,371 Shares ≈5.4% of class as of March 31, 2026
BVF2 beneficial ownership 919,912 Shares ≈4.0% of class as of March 31, 2026
Trading Fund OS beneficial ownership 141,562 Shares <1% of class as of March 31, 2026
Aggregated group ownership 2,347,845 Shares ≈9.99% of class attributed to Partners/BVF Inc./Mr. Lampert
Beneficial Ownership Limitation regulatory
"to the extent that after giving effect to such attempted conversion ... would beneficially own ... in excess of 9.99%"
A beneficial ownership limitation is a rule that caps the percentage of a company’s shares an investor can be treated as owning or controlling for voting, regulatory or tax purposes. It matters to investors because it can restrict how many shares a person or group can buy or vote, affect takeover chances, and influence share liquidity and value — like a speed limit that prevents any single driver from taking over the whole road.
Series C Non-Voting Convertible Preferred Stock financial
"726 shares of Series C Non-Voting Convertible Preferred Stock convertible into an aggregate of 726,000 shares"
Beneficially owned regulatory
"BVF beneficially owned 1,258,371 Shares, including 371,000 Shares underlying the Series C Preferred Stock"
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.
Attribution Parties legal
"such holder, together with its Attribution Parties (as defined in the transaction documents)"

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

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FAQ

What stake does Biotechnology Value Fund report in AVTX?

The filing reports BVF beneficially owns 1,258,371 Shares, representing approximately 5.4% of the calculated class. This includes 371,000 Shares issuable upon conversion of Series C Preferred Stock as of March 31, 2026.

How many common shares underlie the Series C Preferred described in the filing?

The Reporting Persons and a Partners Managed Account held 726 Series C Preferred shares convertible into 726,000 common Shares, with conversion presently limited to 715,000 Shares by the 9.99% Beneficial Ownership Limitation.

What outstanding share count did the filing use to compute percentages for AVTX?

Percentages are based on a denominator of 22,788,452 Shares outstanding as of March 18, 2026 plus 715,000 Shares issuable upon conversion subject to the ownership limit, per the filing's stated calculation.

Which entities may be deemed to beneficially own aggregated AVTX shares?

The filing states that BVF GP, BVF2 GP, BVF GPH, Partners, BVF Inc., and Mark N. Lampert may be deemed to beneficially own aggregated shares held by affiliated funds and accounts, with specific disclaimers by several intermediaries.

Does the filing state whether conversions or sales have occurred?

The excerpt lists beneficial ownership counts and conversion mechanics, but it does not state any completed conversions or sales; conversion timing and cash‑flow treatment are not described in the provided text.





05338F306

(CUSIP Number)
03/31/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


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SCHEDULE 13G



BIOTECHNOLOGY VALUE FUND L P
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BVF I GP LLC
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BIOTECHNOLOGY VALUE FUND II LP
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BVF II GP LLC
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
Biotechnology Value Trading Fund OS LP
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BVF Partners OS Ltd.
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BVF GP HOLDINGS LLC
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BVF PARTNERS L P/IL
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
BVF INC/IL
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert, Authorized Signatory
Date:05/15/2026
LAMPERT MARK N
Signature:/s/ Mark N. Lampert
Name/Title:Mark N. Lampert
Date:05/15/2026