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  4. [Form 4] BillionToOne, Inc. Insider Trading Activity

BillionToOne director shifts 562K shares internally

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

BillionToOne, Inc. (BLLN) director Krishna Kittu Kolluri reported a series of code J “other acquisition or disposition” transactions on August 26, 2026 involving a total of 562,686 shares of Class A Common Stock held indirectly through investment funds, SPVs and trusts. The transactions reflect pro-rata, in-kind distributions among Neotribe-managed entities and various Kolluri-related trusts, all for no additional consideration, rather than open-market trading. Across these restructuring movements, aggregate net shares were neutral, and Kolluri disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider KOLLURI KRISHNA KITTU
Role Director
Type Security Shares Price Value
Other Class A Common Stock F1, F2 129,780 $0.00 $0.00
Other Class A Common Stock F3, F4 7,980 $0.00 $0.00
Other Class A Common Stock F5, F4 7,980 $0.00 $0.00
Other Class A Common Stock F6, F7 24,222 $0.00 $0.00
Other Class A Common Stock F8, F9 2,405 $0.00 $0.00
Other Class A Common Stock F10, F9 2,405 $0.00 $0.00
Other Class A Common Stock F11, F12 271,028 $0.00 $0.00
Other Class A Common Stock F13, F14 38,106 $0.00 $0.00
Other Class A Common Stock F15, F14 38,106 $0.00 $0.00
Other Class A Common Stock F16, F17 10,921 $0.00 $0.00
Other Class A Common Stock F3, F18 719 $0.00 $0.00
Other Class A Common Stock F3, F19 719 $0.00 $0.00
Other Class A Common Stock F20, F21 5,761 $0.00 $0.00
Other Class A Common Stock F22, F21 1,666 $0.00 $0.00
Other Class A Common Stock F23, F21 15,244 $0.00 $0.00
Other Class A Common Stock F24, F21 5,644 $0.00 $0.00
Holdings After Transaction: Class A Common Stock — 57,839 shares (Indirect, See Footnote)
Footnotes (24)
  1. F1. Represents a pro-rata, in-kind distribution by Neotribe Ignite Fund I, L.P. ("NTIF I") to its partners, for no additional consideration.
  2. F2. The reported security is directly held by NTIF I. Neotribe Ignite Partners I, LLC ("NTIP I") is the general partner of NTIF I. Krishna Kittu Kolluri ("Kolluri") is the managing member of NTIP I and therefore may be deemed to have voting and dispositive power over the shares held by NTIF I. Kolluri disclaims beneficial ownership of the shares held by NTIF I except to the extent of his pecuniary interest therein.
  3. F3. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTIF I, for no additional consideration.
  4. F4. The reported security is directly held by NTIP I. Kolluri is the managing member of NTIP I and therefore may be deemed to have voting and dispositive power over the shares held by NTIP I. Kolluri disclaims beneficial ownership of the shares held by NTIP I except to the extent of his pecuniary interest therein.
  5. F5. Represents a pro-rata, in-kind distribution by NTIP I to its members and assignees, for no additional consideration.
  6. F6. Represents a pro-rata, in-kind distribution by Neotribe SPV I BTO, LLC ("NT SPV I") to its members, for no additional consideration.
  7. F7. The reported security is directly held by NT SPV I. Neotribe Partners SPV I BTO, LLC ("NTP SPV I") is the managing member of NT SPV I. Kolluri is the managing member of NTP SPV I and therefore may be deemed to have voting and dispositive power over the shares held by NT SPV I. Kolluri disclaims beneficial ownership of the shares held by NT SPV I except to the extent of his pecuniary interest therein.
  8. F8. The shares were obtained pursuant to a pro-rata, in-kind distribution from NT SPV I, for no additional consideration.
  9. F9. The reported security is directly held by NTP SPV I. Kolluri is the managing member of NTP SPV I and therefore may be deemed to have voting and dispositive power over the shares held by NTP SPV I. Kolluri disclaims beneficial ownership of the shares held by NTP SPV I except to the extent of his pecuniary interest therein.
  10. F10. Represents a pro-rata, in-kind distribution by NTP SPV I to its members and assignees, for no additional consideration.
  11. F11. Represents a pro-rata, in-kind distribution by NeoTribe Ventures I, L.P. ("NTV I") to its partners, for no additional consideration.
  12. F12. The reported security is directly held by NTV I, for itself. NeoTribe Partners I, LLC ("NTP I") is the general partner of NTV I. Kolluri is the managing member of NTP I and therefore may be deemed to hold voting and dispositive power over the shares held by NTV I. Kolluri disclaims beneficial ownership of the shares held by NTV I except to the extent of his pecuniary interest therein.
  13. F13. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTV I, for no additional consideration.
  14. F14. The reported security is directly held by NTP I. Kolluri is the managing member of NTP I and therefore may be deemed to have voting and dispositive power over the shares held by NTP I. Kolluri disclaims beneficial ownership of the shares held by NTP I except to the extent of his pecuniary interest therein.
  15. F15. Represents a pro-rata, in-kind distribution by NTP I to its members and assignees, for no additional consideration.
  16. F16. Represents a pro-rata, in-kind distribution by NeoTribe Associates I, L.P. ("NTA I") to its partners, for no additional consideration.
  17. F17. The reported security is directly held by NTV I, as nominee for NTA I. NTP I is the general partner of NTA I. Kolluri is the managing member of NTP I and therefore may be deemed to hold voting and dispositive power over the shares held by NTA I. Kolluri disclaims beneficial ownership of the shares held by NTA I except to the extent of his pecuniary interest therein.
  18. F18. The reported security is directly held by Ishaan S. Kolluri GST Exempt Trust under the Kolluri 2012 Trust Dtd 11/16/2012, of which Kolluri is a trustee and therefore may be deemed to hold voting and dispositive power over these shares. Kolluri disclaims beneficial ownership of these shares.
  19. F19. The reported security is directly held by Raina V. Kolluri GST Exempt Trust under the Kolluri 2012 Trust Dtd 11/16/2012, of which Kolluri is a trustee and therefore may be deemed to hold voting and dispositive power over these shares. Kolluri disclaims beneficial ownership of these shares.
  20. F20. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTIP I, for no additional consideration.
  21. F21. The reported security is directly held by Kolluri Living Trust dated 11/05/1999, of which Kolluri is a trustee and therefore may be deemed to hold voting and dispositive power over these shares. Kolluri disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
  22. F22. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTP SPV I, for no additional consideration.
  23. F23. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTP I, for no additional consideration.
  24. F24. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTA I, for no additional consideration.
Restructuring shares 562,686 shares of Class A Common Stock Total shares involved in code J restructuring transactions on August 26, 2026
Acquire transactions 9 transactions Number of code J entries marked as acquisitions (acquireCount)
Dispose transactions 7 transactions Number of code J entries marked as dispositions (disposeCount)
Net share change 0 shares NetBuySellShares across all reported transactions
Largest single distribution block 271,028 shares Pro-rata, in-kind distribution by NeoTribe Ventures I, L.P. (NTV I)
Second largest distribution block 129,780 shares Pro-rata, in-kind distribution by Neotribe Ignite Fund I, L.P. (NTIF I)
pro-rata, in-kind distribution financial
"Represents a pro-rata, in-kind distribution by Neotribe Ignite Fund I, L.P."
beneficial ownership financial
"Kolluri disclaims beneficial ownership of the shares held by NTIF I"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
voting and dispositive power financial
"may be deemed to have voting and dispositive power over the shares"
GST Exempt Trust financial
"GST Exempt Trust under the Kolluri 2012 Trust Dtd 11/16/2012"
pecuniary interest financial
"disclaims beneficial ownership ... except to the extent of his pecuniary interest"

FAQ

What did BLLN director Krishna Kittu Kolluri report in this Form 4?
Kolluri reported multiple code J “other acquisition or disposition” transactions on August 26, 2026 involving Class A Common Stock of BillionToOne, Inc., reflecting internal pro-rata, in-kind distributions among investment funds, SPVs and related trusts, all for no additional consideration.

How many BLLN shares were affected by the restructuring transactions?
The Form 4 shows 562,686 shares of BillionToOne, Inc. Class A Common Stock involved in restructuring-type code J transactions, with a net effect of zero shares (netBuySellShares 0) across all acquire and dispose entries.

Were the BLLN transactions open-market buys or sells?
No. All reported transactions use code J, described as “other acquisition or disposition,” and footnotes state they were pro-rata, in-kind distributions among Neotribe funds, SPVs and trusts, for no additional consideration, not open-market trades.

Does Krishna Kittu Kolluri claim beneficial ownership of the BLLN shares?
Footnotes state that the shares are directly held by various funds, SPVs and trusts, and Kolluri generally disclaims beneficial ownership of these shares except to the extent of his pecuniary interest, despite having voting and dispositive power as managing member or trustee.

Were the BLLN transactions under a Rule 10b5-1 trading plan?
No. The filing’s Rule 10b5-1 checkbox (aff_10b5_one) is false, indicating the transactions were not affirmatively reported as made pursuant to a Rule 10b5-1 trading plan.

What kinds of entities were involved in the BLLN share movements?
Entities include Neotribe-related funds and SPVs such as Neotribe Ignite Fund I, L.P., Neotribe SPV I BTO, LLC, NeoTribe Ventures I, L.P., NeoTribe Associates I, L.P., and family vehicles like the Kolluri Living Trust and GST exempt trusts.

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

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SEC Form 4
FORM 4UNITED 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*
KOLLURI KRISHNA KITTU
(Last)(First)(Middle)
1300 EL CAMINO REAL, SUITE 100
(Street)
MENLO PARK CALIFORNIA 94025
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
BillionToOne, Inc. [ BLLN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/26/2026J(1)129,780D$0908,459ISee Footnote(2)
Class A Common Stock08/26/2026J(3)7,980A$07,980ISee Footnote(4)
Class A Common Stock08/26/2026J(5)7,980D$00ISee Footnote(4)
Class A Common Stock08/26/2026J(6)24,222D$0169,550ISee Footnote(7)
Class A Common Stock08/26/2026J(8)2,405A$02,405ISee Footnote(9)
Class A Common Stock08/26/2026J(10)2,405D$00ISee Footnote(9)
Class A Common Stock08/26/2026J(11)271,028D$01,897,202ISee Footnote(12)
Class A Common Stock08/26/2026J(13)38,106A$038,106ISee Footnote(14)
Class A Common Stock08/26/2026J(15)38,106D$00ISee Footnote(14)
Class A Common Stock08/26/2026J(16)10,921D$076,441ISee Footnote(17)
Class A Common Stock08/26/2026J(3)719A$02,157ISee Footnote(18)
Class A Common Stock08/26/2026J(3)719A$02,157ISee Footnote(19)
Class A Common Stock08/26/2026J(20)5,761A$035,285ISee Footnote(21)
Class A Common Stock08/26/2026J(22)1,666A$036,951ISee Footnote(21)
Class A Common Stock08/26/2026J(23)15,244A$052,195ISee Footnote(21)
Class A Common Stock08/26/2026J(24)5,644A$057,839ISee Footnote(21)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a pro-rata, in-kind distribution by Neotribe Ignite Fund I, L.P. ("NTIF I") to its partners, for no additional consideration.
2. The reported security is directly held by NTIF I. Neotribe Ignite Partners I, LLC ("NTIP I") is the general partner of NTIF I. Krishna Kittu Kolluri ("Kolluri") is the managing member of NTIP I and therefore may be deemed to have voting and dispositive power over the shares held by NTIF I. Kolluri disclaims beneficial ownership of the shares held by NTIF I except to the extent of his pecuniary interest therein.
3. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTIF I, for no additional consideration.
4. The reported security is directly held by NTIP I. Kolluri is the managing member of NTIP I and therefore may be deemed to have voting and dispositive power over the shares held by NTIP I. Kolluri disclaims beneficial ownership of the shares held by NTIP I except to the extent of his pecuniary interest therein.
5. Represents a pro-rata, in-kind distribution by NTIP I to its members and assignees, for no additional consideration.
6. Represents a pro-rata, in-kind distribution by Neotribe SPV I BTO, LLC ("NT SPV I") to its members, for no additional consideration.
7. The reported security is directly held by NT SPV I. Neotribe Partners SPV I BTO, LLC ("NTP SPV I") is the managing member of NT SPV I. Kolluri is the managing member of NTP SPV I and therefore may be deemed to have voting and dispositive power over the shares held by NT SPV I. Kolluri disclaims beneficial ownership of the shares held by NT SPV I except to the extent of his pecuniary interest therein.
8. The shares were obtained pursuant to a pro-rata, in-kind distribution from NT SPV I, for no additional consideration.
9. The reported security is directly held by NTP SPV I. Kolluri is the managing member of NTP SPV I and therefore may be deemed to have voting and dispositive power over the shares held by NTP SPV I. Kolluri disclaims beneficial ownership of the shares held by NTP SPV I except to the extent of his pecuniary interest therein.
10. Represents a pro-rata, in-kind distribution by NTP SPV I to its members and assignees, for no additional consideration.
11. Represents a pro-rata, in-kind distribution by NeoTribe Ventures I, L.P. ("NTV I") to its partners, for no additional consideration.
12. The reported security is directly held by NTV I, for itself. NeoTribe Partners I, LLC ("NTP I") is the general partner of NTV I. Kolluri is the managing member of NTP I and therefore may be deemed to hold voting and dispositive power over the shares held by NTV I. Kolluri disclaims beneficial ownership of the shares held by NTV I except to the extent of his pecuniary interest therein.
13. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTV I, for no additional consideration.
14. The reported security is directly held by NTP I. Kolluri is the managing member of NTP I and therefore may be deemed to have voting and dispositive power over the shares held by NTP I. Kolluri disclaims beneficial ownership of the shares held by NTP I except to the extent of his pecuniary interest therein.
15. Represents a pro-rata, in-kind distribution by NTP I to its members and assignees, for no additional consideration.
16. Represents a pro-rata, in-kind distribution by NeoTribe Associates I, L.P. ("NTA I") to its partners, for no additional consideration.
17. The reported security is directly held by NTV I, as nominee for NTA I. NTP I is the general partner of NTA I. Kolluri is the managing member of NTP I and therefore may be deemed to hold voting and dispositive power over the shares held by NTA I. Kolluri disclaims beneficial ownership of the shares held by NTA I except to the extent of his pecuniary interest therein.
18. The reported security is directly held by Ishaan S. Kolluri GST Exempt Trust under the Kolluri 2012 Trust Dtd 11/16/2012, of which Kolluri is a trustee and therefore may be deemed to hold voting and dispositive power over these shares. Kolluri disclaims beneficial ownership of these shares.
19. The reported security is directly held by Raina V. Kolluri GST Exempt Trust under the Kolluri 2012 Trust Dtd 11/16/2012, of which Kolluri is a trustee and therefore may be deemed to hold voting and dispositive power over these shares. Kolluri disclaims beneficial ownership of these shares.
20. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTIP I, for no additional consideration.
21. The reported security is directly held by Kolluri Living Trust dated 11/05/1999, of which Kolluri is a trustee and therefore may be deemed to hold voting and dispositive power over these shares. Kolluri disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
22. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTP SPV I, for no additional consideration.
23. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTP I, for no additional consideration.
24. The shares were obtained pursuant to a pro-rata, in-kind distribution from NTA I, for no additional consideration.
Krishna Kittu Kolluri, /s/ Krishna Kittu Kolluri08/28/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR