STOCK TITAN

OrbiMed buys 625K BlossomHill IPO shares at $16

(Very High)
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

For BlossomHill Therapeutics, Inc. (BLSM), director Carl L. Gordon, through OrbiMed-related entities, reported automatic conversion of 1,039,996 shares of Series A Preferred Stock and 1,049,283 shares of Series B Preferred Stock into the same number of BlossomHill common shares upon the closing of the company’s initial public offering on August 10, 2026, without payment of consideration. In addition, OrbiMed Private Investments VIII, LP purchased 625,000 BlossomHill common shares in the IPO at $16.00 per share, reported as indirectly owned. The filing states that OrbiMed entities may be deemed to have voting and investment power over these securities, and that Carl L. Gordon, OrbiMed Advisors LLC and OrbiMed Capital GP VIII LLC each disclaim beneficial ownership except to the extent of any pecuniary interest.

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Insights

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Insider GORDON CARL L
Role Director
Bought 625,000 shs ($10.00M)
Type Security Shares Price Value
Conversion Series A Preferred Stock F1, F3, F4 1,039,996 $0.00 $0.00
Conversion Series B Preferred Stock F1, F3, F4 1,049,283 $0.00 $0.00
Conversion Common Stock F1, F3, F4 1,039,996 -- --
Conversion Common Stock F1, F3, F4 1,049,283 -- --
Purchase Common Stock F2, F3, F4 625,000 $16.00 $10.00M
Holdings After Transaction: Series A Preferred Stock — 0 contracts (Indirect, See footnotes); Series B Preferred Stock — 0 contracts (Indirect, See footnotes); Common Stock — 2,714,279 shares (Indirect, See footnotes)
Footnotes (4)
  1. F1. Each share of Series A Preferred Stock and Series B Preferred Stock (together, the "Preferred Stock") automatically converted into 1 share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering on August 10, 2026 without payment of consideration. The Preferred Stock has no expiration date.
  2. F2. Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering.
  3. F3. These securities are held directly by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VIII. By virtue of such relationships, GP VIII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VIII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VIII.
  4. F4. Each of the Reporting Person, OrbiMed Advisors, and GP VIII 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 GP VIII is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
Series A Preferred converted 1,039,996 shares Automatically converted into BlossomHill common stock upon IPO closing on August 10, 2026
Series B Preferred converted 1,049,283 shares Automatically converted into BlossomHill common stock upon IPO closing on August 10, 2026
Common shares from conversion 2,089,279 shares Total BlossomHill common shares issued from Series A and B Preferred conversion
Common shares purchased in IPO 625,000 shares BlossomHill common stock purchased by OrbiMed Private Investments VIII, LP
IPO purchase price $16.00 per share Price paid for the 625,000 BlossomHill common shares purchased in the IPO
Derivative exercises 2,089,279 shares Total underlying BlossomHill common shares from preferred stock conversions recorded as derivative transactions
Series A Preferred Stock financial
"Each share of Series A Preferred Stock and Series B Preferred Stock"
Series A preferred stock is a type of ownership share in a company that gives investors certain advantages, such as priority in receiving profits or getting their money back if the company is sold or goes bankrupt. It is often issued during early funding stages to attract investors by offering more security than common shares. This stock matters to investors because it provides a safer way to invest while still holding potential for future gains.
initial public offering financial
"converted into 1 share of the Issuer's Common Stock upon the closing of 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.
beneficial ownership financial
"may be deemed to have beneficial ownership over such securities"
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
"except to the extent of its pecuniary interest therein, if any"
voting power and investment power financial
"may be deemed to have voting power and investment power over the securities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did BLSM director Carl L. Gordon report on August 10, 2026?

Carl L. Gordon reported automatic conversion of BlossomHill preferred stock into common stock and a purchase of 625,000 common shares at $16.00 per share in the company’s IPO, all held indirectly through OrbiMed-related investment entities with beneficial ownership disclaimed except for any pecuniary interest.

How many BlossomHill (BLSM) preferred shares were converted to common stock in this Form 4?

The filing shows 1,039,996 Series A Preferred and 1,049,283 Series B Preferred shares converted into an equal number of BlossomHill common shares. The conversion occurred automatically upon the closing of the company’s initial public offering on August 10, 2026, with no consideration paid.

How many BlossomHill (BLSM) common shares were purchased in the IPO and at what price?

OrbiMed Private Investments VIII, LP purchased 625,000 shares of BlossomHill common stock at $16.00 per share in the initial public offering. These shares are reported as indirectly owned, with OrbiMed entities potentially having voting and investment power over the purchased securities.

Are Carl L. Gordon’s reported BLSM holdings direct or indirect, and who holds the shares?

All reported BlossomHill securities are held indirectly through OrbiMed Private Investments VIII, LP. OrbiMed Capital GP VIII LLC is its general partner and OrbiMed Advisors LLC its managing member; the filing states each of these parties, including Carl L. Gordon, disclaims beneficial ownership except for any pecuniary interest.

Was a Rule 10b5-1 trading plan indicated for these BLSM insider transactions?

The Form 4’s Rule 10b5-1 checkbox is not marked as affirmative for these transactions. The footnotes do not describe any pre-arranged Rule 10b5-1 trading plan, so the report does not characterize the activity as executed under such a plan.

What triggered the conversion of BlossomHill (BLSM) preferred stock reported in this Form 4?

The Series A and Series B Preferred Stock automatically converted into BlossomHill common stock upon closing of the initial public offering on August 10, 2026. The filing states that each preferred share converted into one common share and that no additional consideration was paid for the conversion.

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*
GORDON CARL L

(Last)(First)(Middle)
C/O BLOSSOMHILL THERAPEUTICS, INC.
10255 SCIENCE CENTER DRIVE, SUITE 200

(Street)
SAN DIEGO CALIFORNIA 92121

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BlossomHill Therapeutics, Inc. [ BLSM ]
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)
08/10/2026
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
Common Stock08/10/2026C1,039,996A(1)1,039,996ISee footnotes(3)(4)
Common Stock08/10/2026C1,049,283A(1)2,089,279ISee footnotes(3)(4)
Common Stock08/10/2026P625,000(2)A$162,714,279ISee footnotes(3)(4)
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
Series A Preferred Stock(1)08/10/2026C1,039,996 (1) (1)Common Stock1,039,996$00ISee footnotes(3)(4)
Series B Preferred Stock(1)08/10/2026C1,049,283 (1) (1)Common Stock1,049,283$00ISee footnotes(3)(4)
Explanation of Responses:
1. Each share of Series A Preferred Stock and Series B Preferred Stock (together, the "Preferred Stock") automatically converted into 1 share of the Issuer's Common Stock upon the closing of the Issuer's initial public offering on August 10, 2026 without payment of consideration. The Preferred Stock has no expiration date.
2. Reflects shares of the Issuer's Common Stock purchased in the Issuer's initial public offering.
3. These securities are held directly by OrbiMed Private Investments VIII, LP ("OPI VIII"). OrbiMed Capital GP VIII LLC ("GP VIII") is the general partner of OPI VIII. OrbiMed Advisors LLC ("OrbiMed Advisors") is the managing member of GP VIII. By virtue of such relationships, GP VIII and OrbiMed Advisors may be deemed to have voting power and investment power over the securities held by OPI VIII and as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Advisors exercises voting and investment power through a management committee comprised of the Reporting Person, W. Carter Neild, and Geoffrey C. Hsu, each of whom disclaims beneficial ownership of the shares held by OPI VIII.
4. Each of the Reporting Person, OrbiMed Advisors, and GP VIII 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 GP VIII is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
/s/ Carl L. Gordon08/12/2026
** 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)

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