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BillionToOne (NASDAQ: BLLN) director logs 481,807-share in-kind restructuring across Neotribe funds

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

Rhea-AI Filing Summary

BillionToOne director Krishna Kittu Kolluri reported a series of restructuring transactions involving indirect holdings of Class A common stock. On 2026-06-09, entities associated with Kolluri completed 16 “J” code transactions classified as other acquisitions or dispositions, covering 481,807 shares in total.

The footnotes explain these were pro-rata, in-kind distributions among multiple Neotribe investment funds, special purpose vehicles, and family trusts, all for no additional consideration and not open-market trades. The securities are held directly by these entities, where Kolluri serves as managing member or trustee, and he disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

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Insider KOLLURI KRISHNA KITTU
Role Director
Type Security Shares Price Value
Other Class A Common Stock 129,780 $0.00 $0.00
Other Class A Common Stock 7,980 $0.00 $0.00
Other Class A Common Stock 7,980 $0.00 $0.00
Other Class A Common Stock 24,222 $0.00 $0.00
Other Class A Common Stock 1,425 $0.00 $0.00
Other Class A Common Stock 1,425 $0.00 $0.00
Other Class A Common Stock 271,028 $0.00 $0.00
Other Class A Common Stock 5,423 $0.00 $0.00
Other Class A Common Stock 5,423 $0.00 $0.00
Other Class A Common Stock 10,921 $0.00 $0.00
Other Class A Common Stock 719 $0.00 $0.00
Other Class A Common Stock 719 $0.00 $0.00
Other Class A Common Stock 5,761 $0.00 $0.00
Other Class A Common Stock 1,186 $0.00 $0.00
Other Class A Common Stock 2,171 $0.00 $0.00
Other Class A Common Stock 5,644 $0.00 $0.00
Holdings After Transaction: Class A Common Stock — 29,524 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.
Restructured shares 481,807 shares Total restructuringShares across 16 transactions
Largest entity holding 2,168,230 shares Total shares following one indirect transaction on 2026-06-09
Indirect holding example 29,524 shares Total shares following one indirect transaction on 2026-06-09
Another indirect balance 193,772 shares Total shares following a separate indirect transaction
Price per share $0.0000 per share Reported for all J-code restructuring entries
Transaction count 16 transactions All coded J as other acquisition or disposition
pro-rata, in-kind distribution financial
"Represents a pro-rata, in-kind distribution by Neotribe Ignite Fund I, L.P. ("NTIF I") to its partners, for no additional consideration."
beneficial ownership financial
"Kolluri disclaims beneficial ownership of the shares held by NTIF I except to the extent of his pecuniary interest therein."
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.
pecuniary interest financial
"Kolluri disclaims beneficial ownership of the shares held by NTIF I except to the extent of his pecuniary interest therein."
GST Exempt Trust financial
"The reported security is directly held by Ishaan S. Kolluri GST Exempt Trust under the Kolluri 2012 Trust Dtd 11/16/2012."
managing member financial
"Kolluri is the managing member of NTP SPV I and therefore may be deemed to have voting and dispositive power."

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did BillionToOne (BLLN) director Krishna Kittu Kolluri report on this Form 4?
Kolluri reported 16 restructuring transactions involving indirect holdings of BillionToOne Class A common stock. These were coded “J” as other acquisitions or dispositions and reflected internal, pro-rata in-kind distributions among affiliated funds and trusts rather than open-market buying or selling.

How many BillionToOne (BLLN) shares were affected by Kolluri’s restructuring transactions?
The transactions covered a total of 481,807 Class A common shares. These shares moved through a series of related entities in pro-rata, in-kind distributions, meaning they were reallocated internally among funds and trusts with no additional cash consideration stated.

Were Kolluri’s BillionToOne (BLLN) Form 4 transactions open-market buys or sells?
No, the Form 4 does not show open-market buys or sells. All 16 entries use transaction code “J,” described as other acquisitions or dispositions tied to pro-rata, in-kind distributions among related investment entities and trusts, with the price per share reported as 0.0000.

Which entities are involved in the BillionToOne (BLLN) Form 4 restructuring?
The filing references several Neotribe entities, including Neotribe Ignite Fund I, NeoTribe Ventures I, NeoTribe Associates I, Neotribe SPVs, and NeoTribe Partners entities, plus Kolluri family trusts. These entities directly hold the shares, while Kolluri is managing member or trustee providing oversight.

Does Kolluri claim full beneficial ownership of the BillionToOne (BLLN) shares reported?
No, the footnotes repeatedly state that Kolluri disclaims beneficial ownership of shares held by the Neotribe entities and certain trusts, except to the extent of his pecuniary interest. This means his economic exposure may be smaller than the total shares shown for those entities.

What does “pro-rata, in-kind distribution” mean in this BillionToOne (BLLN) Form 4?
A pro-rata, in-kind distribution allocates shares among partners or members based on their existing ownership percentages, without selling the stock for cash. Here, Neotribe funds and related entities distributed BillionToOne shares directly to partners and assignees at no additional stated consideration.
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)
06/09/2026		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 Stock06/09/2026J(1)129,780D$01,038,239ISee Footnote(2)
Class A Common Stock06/09/2026J(3)7,980A$07,980ISee Footnote(4)
Class A Common Stock06/09/2026J(5)7,980D$00ISee Footnote(4)
Class A Common Stock06/09/2026J(6)24,222D$0193,772ISee Footnote(7)
Class A Common Stock06/09/2026J(8)1,425A$01,425ISee Footnote(9)
Class A Common Stock06/09/2026J(10)1,425D$00ISee Footnote(9)
Class A Common Stock06/09/2026J(11)271,028D$02,168,230ISee Footnote(12)
Class A Common Stock06/09/2026J(13)5,423A$05,423ISee Footnote(14)
Class A Common Stock06/09/2026J(15)5,423D$00ISee Footnote(14)
Class A Common Stock06/09/2026J(16)10,921D$087,362ISee Footnote(17)
Class A Common Stock06/09/2026J(3)719A$01,438ISee Footnote(18)
Class A Common Stock06/09/2026J(3)719A$01,438ISee Footnote(19)
Class A Common Stock06/09/2026J(20)5,761A$020,523ISee Footnote(21)
Class A Common Stock06/09/2026J(22)1,186A$021,709ISee Footnote(21)
Class A Common Stock06/09/2026J(23)2,171A$023,880ISee Footnote(21)
Class A Common Stock06/09/2026J(24)5,644A$029,524ISee 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.
Remarks:
This Form 4 is one of two Form 4s filed in respect of the distribution of these shares held of record by NTIF I, NT SPV I, NTV I and NTA I. The Reporting Person for the other Form 4 is NeoTribe Ventures I, L.P.
Krishna Kittu Kolluri, /s/ Krishna Kittu Kolluri06/11/2026
** 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