Liminatus Pharma (LIMN) investors Valetudo and Chris Kim report 9.6M-share stake
Filing Impact
Filing Sentiment
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary
Valetudo Therapeutics LLC and Chris Kim report significant ownership in Liminatus Pharma, Inc. They beneficially own 9,617,954 shares of common stock, representing 14.3% of the outstanding class, based on 67,160,362 shares of common stock outstanding as of July 2, 2026.
The position includes 5,244,351 common shares held directly by Valetudo and 4,373,603 common shares held by Ewon Comfortech Co., Ltd., over which Valetudo has voting power under a voting agreement. Chris Kim, the issuer’s Chief Executive Officer, director and controlling member of Valetudo, may be deemed to beneficially own these shares, subject to a pecuniary-interest disclaimer.
On June 24, 2026, Valetudo transferred 4,373,603 shares to Ewon Comfortech while retaining voting power. On July 2, 2026, Valetudo received 3,448,926 common shares and 48,975.10742 shares of Series A Non-Voting Convertible Preferred Stock as consideration in the acquisition of InnocsAI LLC. Each preferred share is convertible into 10,000 common shares, contingent on prior stockholder approval under Nasdaq Stock Market LLC listing rules, and has no expiration date. The reported holdings are held for investment, with flexibility to buy or sell in the future.
Positive
- None.
Negative
- None.
Key Figures
Beneficial ownership: 9,617,954 shares of common stock
Ownership percentage: 14.3%
Shares outstanding: 67,160,362 shares of common stock
+5 more
8 metrics
Beneficial ownership
9,617,954 shares of common stock
Aggregate amount beneficially owned by each reporting person
Ownership percentage
14.3%
Percent of Liminatus common stock class represented by 9,617,954 shares
Shares outstanding
67,160,362 shares of common stock
Shares outstanding as of July 2, 2026, used to calculate 14.3% ownership
Shares held by Valetudo
5,244,351 shares of common stock
Common shares held directly by Valetudo Therapeutics LLC
Shares with voting power via Ewon
4,373,603 shares of common stock
Shares held by Ewon Comfortech Co., Ltd. over which Valetudo retains voting power
Common shares received July 2, 2026
3,448,926 shares of common stock
Shares received by Valetudo as consideration in the InnocsAI acquisition
Series A preferred shares received
48,975.10742 shares of Series A Preferred Stock
Non-voting convertible preferred shares received in InnocsAI acquisition
Conversion ratio
10,000 common shares per preferred share
Each Series A Non-Voting Convertible Preferred share’s conversion rate, subject to stockholder approval
Key Terms
beneficial owner, dispositive power, Series A Non-Voting Convertible Preferred Stock, voting agreement, +1 more
5 terms
beneficial owner financial
"may be deemed to be the beneficial owner of the shares held by Valetudo"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
dispositive power financial
"has voting and dispositive power over, and may be deemed to be the beneficial owner"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Series A Non-Voting Convertible Preferred Stock financial
"48,975.10742 shares of the Issuer's newly designated Series A Non-Voting Convertible Preferred Stock"
Series A non-voting convertible preferred stock is an early-round ownership share that gives holders priority over common shareholders for payouts and protections, but does not grant voting control. It can be exchanged later for common shares—like a coupon that can be turned into regular stock—allowing investors to share in upside while limiting immediate influence on company decisions; this affects potential returns, dilution for other shareholders, and the balance of control in future financing or sale events.
voting agreement financial
"over which Valetudo retains voting power pursuant to a voting agreement"
A voting agreement is a legally binding pact in which shareholders promise to cast their votes the same way on certain corporate matters, such as electing directors or approving a merger. It matters to investors because it changes who controls company decisions and makes outcomes more predictable—like a group of neighbors agreeing in advance to vote the same way on a community rule, it can strengthen or limit the influence of other shareholders and affect the company’s future direction.
Nasdaq Stock Market LLC listing rules regulatory
"to the extent required under applicable Nasdaq Stock Market LLC listing rules"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What ownership stake in Liminatus Pharma (LIMN) do Valetudo Therapeutics and Chris Kim report?
Valetudo Therapeutics LLC and Chris Kim report beneficial ownership of 9,617,954 Liminatus Pharma common shares, representing 14.3% of the class, based on 67,160,362 shares outstanding as of July 2, 2026. This reflects both directly held shares and shares over which they have voting power.
What securities did Valetudo receive in connection with Liminatus Pharma’s acquisition of InnocsAI LLC?
On July 2, 2026, Valetudo received 3,448,926 Liminatus common shares and 48,975.10742 shares of Series A Non-Voting Convertible Preferred Stock as consideration to former InnocsAI LLC members, reflecting part of the compensation structure for that acquisition transaction.
What are the key terms of Liminatus Pharma’s Series A Non-Voting Convertible Preferred Stock?
Each share of Series A Non-Voting Convertible Preferred Stock is convertible into 10,000 Liminatus common shares. Conversion is contingent upon prior stockholder approval of the underlying common share issuance under applicable Nasdaq Stock Market LLC listing rules, and the preferred stock has no expiration date.
What role does Chris Kim hold at Liminatus Pharma (LIMN) and Valetudo Therapeutics?
Chris Kim serves as Chief Executive Officer and a director of Liminatus Pharma and as CEO and controlling member of Valetudo Therapeutics LLC. He has voting and dispositive power over Valetudo’s shares and may be deemed a beneficial owner, subject to a pecuniary-interest disclaimer.
How might Valetudo and Chris Kim change their investment in Liminatus Pharma (LIMN)?
They state the holdings are for investment purposes and intend to review the position on an ongoing basis. Depending on factors such as Liminatus’s financial position and market conditions, they may buy additional securities, sell some or all holdings, or engage with management and other shareholders.