ARCH XIII converts Kardigan preferred into 13.8M common
Kardigan, Inc. reported that investment entity ARCH Venture Fund XIII, L.P. converted its preferred equity into common stock in connection with Kardigan’s initial public offering.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
Kardigan, Inc. reported that investment entity ARCH Venture Fund XIII, L.P. converted its preferred equity into common stock in connection with Kardigan’s initial public offering. On June 17, 2026, all Series A, Series B, and Series B-1 Preferred Stock automatically converted into common shares on a 1.5928-for-1 basis upon effectiveness of Kardigan’s Form S-1, with no cash paid. Following these conversions, ARCH Venture Fund XIII, L.P. indirectly holds 13,792,035 shares of Common Stock. The filing notes that related ARCH entities and investment committee members may be deemed beneficial owners but disclaim beneficial ownership beyond any pecuniary interest.
Insider Trade Summary
8,658,988 shares exercised/converted
Exercise
4 txns
Insider
ARCH Venture Partners XIII, LLC, ARCH Venture Partners XIII, L.P., ARCH Venture Fund XIII, L.P., CRANDELL KEITH, NELSEN ROBERT, Burow Kristina, GILLIS STEVEN
Role
Director, 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series A Preferred Stock | 5,148,587 | $0.00 | $0.00 |
| Conversion | Series B Preferred Stock | 1,204,000 | $0.00 | $0.00 |
| Conversion | Series B-1 Preferred Stock | 2,306,401 | $0.00 | $0.00 |
| Conversion | Common Stock | 13,792,035 | $0.00 | $0.00 |
Holdings After Transaction:
Series A Preferred Stock — 0 contracts (Indirect, By ARCH Venture Fund XIII, L.P.);
Series B Preferred Stock — 0 contracts (Indirect, By ARCH Venture Fund XIII, L.P.);
Series B-1 Preferred Stock — 0 contracts (Indirect, By ARCH Venture Fund XIII, L.P.);
Common Stock — 13,792,035 shares (Indirect, By: ARCH Venture Fund XIII, L.P.)
Footnotes (2)
- F1. Each share of Series A Preferred Stock, Series B Preferred Stock and Series B-1 Preferred Stock (collectively, the "Preferred Stock") automatically converted into the number of shares shown in Column 7 on a 1.5928 for 1 basis upon the effectiveness of the Issuer's registration statement on Form S-1 relating to its initial public offering on June 17, 2026 and without payment of consideration. The Preferred Stock had no expiration date.
- F2. These securities are directly held by ARCH Venture Fund XIII, L.P. ("ARCH XIII"). ARCH Venture Partners XIII, L.P. ("AVP XIII LP") is the general partner of ARCH XIII. ARCH Venture Partners XIII, LLC ("AVP XIII LLC") is the general partner of AVP XIII LP. Paul Berns, Kristina M. Burow, Keith Crandell, Steven Gillis and Robert Nelsen are members of the investment committee of AVP XIII LLC (the "AVP XIII LLC Committee Members"). Mr. Berns serves on the board of directors of the Issuer. Each of AVP XIII LP and AVP XIII LLC may be deemed to beneficially own the shares held by ARCH XIII, and each of the AVP XIII LLC Committee Members may be deemed to share the power to direct the disposition and vote of the shares held by ARCH XIII. Each of AVP XIII LP, AVP XIII LLC and the AVP XIII LLC Committee Members disclaims beneficial ownership except to the extent of their pecuniary interest therein, if any.
Key Figures
Common shares held: 13,792,035 shares
Series A Preferred converted: 5,148,587 shares
Series B Preferred converted: 1,204,000 shares
+5 more
8 metrics
Common shares held
13,792,035 shares
Indirectly held by ARCH Venture Fund XIII, L.P. after conversions
Series A Preferred converted
5,148,587 shares
Series A Preferred Stock converted into common on June 17, 2026
Series B Preferred converted
1,204,000 shares
Series B Preferred Stock converted into common on June 17, 2026
Series B-1 Preferred converted
2,306,401 shares
Series B-1 Preferred Stock converted into common on June 17, 2026
Underlying common from Series A
8,200,669 shares
Common stock received upon Series A Preferred conversion
Underlying common from Series B
1,917,731 shares
Common stock received upon Series B Preferred conversion
Underlying common from Series B-1
3,673,635 shares
Common stock received upon Series B-1 Preferred conversion
Conversion ratio
1.5928-for-1
Preferred Stock to common stock conversion ratio at IPO effectiveness
Key Terms
Conversion of derivative security, Preferred Stock, initial public offering, Form S-1, +1 more
5 terms
Conversion of derivative security financial
"transaction_code_description: Conversion of derivative security"
Preferred Stock financial
"Each share of Series A Preferred Stock, Series B Preferred Stock and Series B-1 Preferred Stock"
Preferred stock is a type of ownership in a company that typically offers investors higher and more consistent dividend payments than common stock. Unlike regular shares, preferred stock usually doesn’t come with voting rights but provides a priority claim on the company’s assets and profits, making it a more stable and predictable investment option. This makes preferred stock attractive to those seeking steady income with lower risk.
initial public offering financial
"upon the effectiveness of the Issuer's registration statement on Form S-1 relating to its 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.
Form S-1 regulatory
"upon the effectiveness of the Issuer's registration statement on Form S-1"
A Form S-1 is the registration filing a company submits to the U.S. Securities and Exchange Commission when it plans to offer stock to the public, most commonly for an initial public offering. Think of it as the company’s full disclosure packet or blueprint: it contains audited financials, business description, management background, risk factors and details of the offering, giving investors the information needed to judge the company’s financial health and potential risks before buying shares.
beneficial ownership financial
"disclaims beneficial ownership except to the extent of their pecuniary interest"
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did ARCH Venture Fund XIII report for Kardigan, Inc. (KARD)?
ARCH Venture Fund XIII, L.P. reported converting its preferred stock in Kardigan into common shares. All Series A, Series B, and Series B-1 Preferred Stock automatically converted to common on June 17, 2026 in connection with Kardigan’s IPO, leaving ARCH XIII holding 13,792,035 common shares.
What preferred stock classes in Kardigan (KARD) were converted by ARCH Venture Fund XIII?
ARCH Venture Fund XIII, L.P. converted Kardigan’s Series A, Series B, and Series B-1 Preferred Stock into common stock. The conversion was automatic at IPO effectiveness, using a 1.5928-for-1 ratio for each preferred share, consolidating its position into common equity with no cash consideration.
Was cash paid for ARCH Venture Fund XIII’s conversion of Kardigan (KARD) preferred stock?
No cash was paid for the conversion of Kardigan preferred stock held by ARCH Venture Fund XIII, L.P. The footnote explains each preferred share automatically converted into common shares upon Kardigan’s Form S-1 effectiveness, on a 1.5928-for-1 basis, without payment of consideration.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
Learn about SEC filing dates