City Therapeutics: ARCH holds 2.72M common shares
The preferred stock is convertible at the holder’s option on a one-to-1.0983 basis and converts automatically at the issuer’s IPO closing.
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Form Type
3
Rhea-AI Filing Summary
City Therapeutics, Inc. (CTY) ownership disclosures identify securities held directly by ARCH Venture Fund XII, L.P. as of October 15, 2026: 2,718,292 common shares and convertible preferred stock corresponding to 3,294,900 Series Seed, 5,482,309 Series A, and 2,027,006 Series B underlying common shares. ARCH Venture Partners XII, L.P. and ARCH Venture Partners XII, LLC may each be deemed to beneficially own the shares. Keith Crandell, Kristina Burow, Steven Gillis, and Robert Nelsen are members of ARCH Venture Partners XII, LLC’s investment committee who may be deemed to share voting and disposition power. Nelsen, a director and ten percent owner, disclaims beneficial ownership except to the extent of any pecuniary interest.
Insights
Analyzing...
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
NELSEN ROBERT
Role
Director, 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Series Seed convertible preferred stock F2, F1 | -- | -- | -- |
| holding | Series A convertible preferred stock F2, F1 | -- | -- | -- |
| holding | Series B convertible preferred stock F2, F1 | -- | -- | -- |
| holding | Common Stock F1 | -- | -- | -- |
Holdings After Transaction:
Series Seed convertible preferred stock — 3,294,900 contracts (Indirect, By ARCH Venture Fund XII, L.P.);
Series A convertible preferred stock — 5,482,309 contracts (Indirect, By ARCH Venture Fund XII, L.P.);
Series B convertible preferred stock — 2,027,006 contracts (Indirect, By ARCH Venture Fund XII, L.P.);
Common Stock — 2,718,292 shares (Indirect, By ARCH Venture Fund XII, L.P.)
Footnotes (2)
- F1. Shares held directly by ARCH Venture Fund XII, L.P. ("ARCH XII"). ARCH Venture Partners XII, L.P. ("AVP XII LP") is the sole general partner of ARCH XII. ARCH Venture Partners XII, LLC ("AVP XII LLC") is the sole general partner of AVP XII LP. Keith Crandell, Kristina Burow, Steven Gillis and Robert Nelsen are members of the investment committee of AVP XII LLC (the "AVP XII LLC Committee Members"). Each of AVP XII LP and AVP XII LLC may be deemed to beneficially own the shares held by ARCH XII, and each of the AVP XII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XII. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein, if any.
- F2. Each share of Series Seed convertible preferred stock, Series A convertible preferred stock and Series B convertible preferred stock (collectively, the "Preferred Stock") is convertible into Common Stock on a one-to-1.0983 basis at the option of the holder, and will convert automatically upon the closing of the Issuer's initial public offering into the number of shares shown in column 3 without payment of consideration. The Preferred Stock has no expiration date.
Key Figures
Common shares held by ARCH Venture Fund XII, L.P.: 2,718,292 shares
Series Seed underlying common shares: 3,294,900 shares
Series A underlying common shares: 5,482,309 shares
+2 more
5 metrics
Common shares held by ARCH Venture Fund XII, L.P.
2,718,292 shares
As of October 15, 2026
Series Seed underlying common shares
3,294,900 shares
Convertible preferred stock held by ARCH Venture Fund XII, L.P., as of October 15, 2026
Series A underlying common shares
5,482,309 shares
Convertible preferred stock held by ARCH Venture Fund XII, L.P., as of October 15, 2026
Series B underlying common shares
2,027,006 shares
Convertible preferred stock held by ARCH Venture Fund XII, L.P., as of October 15, 2026
Preferred stock conversion basis
1-to-1.0983 basis
Conversion into Common Stock at the holder’s option
Key Terms
convertible preferred stock, beneficial ownership, pecuniary interest, general partner, +1 more
5 terms
convertible preferred stock financial
"Series Seed convertible preferred stock"
Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.
beneficial ownership regulatory
"disclaims beneficial ownership"
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 his pecuniary interest therein"
general partner financial
"sole general partner of ARCH XII"
A general partner is the person or firm that runs an investment partnership and legally represents it — they make the day-to-day decisions, choose which assets to buy or sell, and are responsible for the partnership’s obligations. Investors care because the general partner’s judgment, risk-taking and fee and profit-sharing arrangements determine both the potential returns and the level of exposure to losses; think of the GP as the ship’s captain whose skill and honesty shape the voyage’s outcome.
initial public offering financial
"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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What CTY stock positions are associated with Robert Nelsen?
ARCH Venture Fund XII, L.P. directly held 2,718,292 common shares and preferred stock corresponding to 3,294,900 Series Seed, 5,482,309 Series A, and 2,027,006 Series B underlying common shares as of October 15, 2026. Robert Nelsen disclaimed beneficial ownership except to the extent of any pecuniary interest.
How does CTY’s preferred stock convert into common stock?
Each share of Series Seed, Series A, and Series B preferred stock is convertible into Common Stock on a one-to-1.0983 basis at the holder’s option. The preferred stock automatically converts at closing of the issuer’s initial public offering into the number of shares listed, without payment of consideration.
AI-generated analysis. How Rhea-AI works. Not financial advice.
