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  4. [Form 3] ProMIS Neurosciences Inc. Initial Statement of Beneficial Ownership

Ally Bridge entities disclose ProMIS (PMN) shares and warrant terms

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

ProMIS Neurosciences Inc. received an initial ownership report from Ally Bridge–related investment entities that are ten percent owners. The filing shows indirect holdings of 943,090 Common Shares and 700,741 Warrants. The Warrants are exercisable immediately and will expire on the earlier of within 60 days of a defined Milestone Event or February 3, 2031.

The Milestone Event is the public announcement, via press release or a Form 8-K filing, of topline data from cohorts treated with single ascending doses of PMN310. The Common Shares and Warrants are held of record by Ally Bridge MedAlpha Master Fund L.P., ABG V-SIV IX Limited and ABG V-SIV X Limited, with various Ally Bridge entities and an individual able to be deemed to share beneficial ownership.

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Insider ABG V-SIV IX Ltd, Ally Bridge Group Global Life Science Capital Partners V, L.P., ABG Global Life Science Capital Partners V GP, L.P., ABG Global Life Science Capital Partners V GP Ltd, ABG V-SIV X Ltd
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
holding Warrants -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Warrants — 700,741 shares (Indirect, See Footnote); Common Shares — 943,090 shares (Indirect, See Footnote)
Footnotes (1)
  1. The Common Shares reported herein include: (i) 407,230 Common Shares held of record by Ally Bridge MedAlpha Master Fund L.P., (ii) 329,760 Common Shares held of record by ABG V-SIV IX Limited and (iii) 206,100 Common Shares held of record by ABG V-SIV X Limited. Mr. Fan Yu is the controlling stockholder of ABG Management Ltd., which is the sole member of Ally Bridge Group (NY) LLC, which manages the investments of Ally Bridge MedAlpha Master Fund L.P. As such, each of the foregoing entities and Mr. Fan Yu may be deemed to share beneficial ownership of the securities held of record by Ally Bridge MedAlpha Master Fund L.P. Mr. Fan Yu is also the indirect controlling stockholder of ABG Global Life Science Capital Partners V GP Limited, which is the general partner of ABG Global Life Science Capital Partners V GP, L.P., which is the general partner of Ally Bridge Group Global Life Science Capital Partners V, L.P., which is the controlling shareholder of ABG V-SIV IX Limited. As such, each of the foregoing entities and Mr. Fan Yu may be deemed to share beneficial ownership of the securities held of record by ABG V-SIV IX Limited. Mr. Fan Yu is also the controlling stockholder of ABG V-SIV X Limited. As such, Mr. Fan Yu may be deemed to share beneficial ownership of the securities held of record by ABG V-SIV X Limited. The warrants to purchase Common Shares (the "Warrants") are exercisable immediately and will expire upon the earlier of (i) within 60 days of the Milestone Event or (ii) February 3, 2031. For purposes of the foregoing, the "Milestone Event" means the public announcement via press release or the filing of a Current Report on Form 8-K by the Issuer of topline data from the cohorts treated with single ascending doses of PMN310. The Warrants reported herein include: (i) Warrants to purchase 164,881 Common Shares held of record by Ally Bridge MedAlpha Master Fund L.P., (ii) Warrants to purchase 329,760 Common Shares held of record by ABG V-SIV IX Limited and (iii) Warrants to purchase 206,100 Common Shares held of record by ABG V-SIV X Limited.
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
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hours per response: 0.5
1. Name and Address of Reporting Person*
ABG V-SIV IX Ltd
(Last) (First) (Middle)
430 PARK AVENUE, 12TH FLOOR
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/03/2026 		3. Issuer Name and Ticker or Trading Symbol
ProMIS Neurosciences Inc. [ PMN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares 943,090 I See Footnote(1)(2)(3)(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (5) (5) Common Shares 700,741 $14.4 I See Footnote(2)(3)(4)(6)
1. Name and Address of Reporting Person*
ABG V-SIV IX Ltd
(Last) (First) (Middle)
430 PARK AVENUE, 12TH FLOOR
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Ally Bridge Group Global Life Science Capital Partners V, L.P.
(Last) (First) (Middle)
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE,
(Street)
GRAND CAYMAN, E9
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ABG Global Life Science Capital Partners V GP, L.P.
(Last) (First) (Middle)
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE,
(Street)
GRAND CAYMAN, E9
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ABG Global Life Science Capital Partners V GP Ltd
(Last) (First) (Middle)
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE,
(Street)
GRAND CAYMAN, E9
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ABG V-SIV X Ltd
(Last) (First) (Middle)
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE,
(Street)
GRAND CAYMAN, E9
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The Common Shares reported herein include: (i) 407,230 Common Shares held of record by Ally Bridge MedAlpha Master Fund L.P., (ii) 329,760 Common Shares held of record by ABG V-SIV IX Limited and (iii) 206,100 Common Shares held of record by ABG V-SIV X Limited.
2. Mr. Fan Yu is the controlling stockholder of ABG Management Ltd., which is the sole member of Ally Bridge Group (NY) LLC, which manages the investments of Ally Bridge MedAlpha Master Fund L.P. As such, each of the foregoing entities and Mr. Fan Yu may be deemed to share beneficial ownership of the securities held of record by Ally Bridge MedAlpha Master Fund L.P.
3. Mr. Fan Yu is also the indirect controlling stockholder of ABG Global Life Science Capital Partners V GP Limited, which is the general partner of ABG Global Life Science Capital Partners V GP, L.P., which is the general partner of Ally Bridge Group Global Life Science Capital Partners V, L.P., which is the controlling shareholder of ABG V-SIV IX Limited. As such, each of the foregoing entities and Mr. Fan Yu may be deemed to share beneficial ownership of the securities held of record by ABG V-SIV IX Limited.
4. Mr. Fan Yu is also the controlling stockholder of ABG V-SIV X Limited. As such, Mr. Fan Yu may be deemed to share beneficial ownership of the securities held of record by ABG V-SIV X Limited.
5. The warrants to purchase Common Shares (the "Warrants") are exercisable immediately and will expire upon the earlier of (i) within 60 days of the Milestone Event or (ii) February 3, 2031. For purposes of the foregoing, the "Milestone Event" means the public announcement via press release or the filing of a Current Report on Form 8-K by the Issuer of topline data from the cohorts treated with single ascending doses of PMN310.
6. The Warrants reported herein include: (i) Warrants to purchase 164,881 Common Shares held of record by Ally Bridge MedAlpha Master Fund L.P., (ii) Warrants to purchase 329,760 Common Shares held of record by ABG V-SIV IX Limited and (iii) Warrants to purchase 206,100 Common Shares held of record by ABG V-SIV X Limited.
Remarks:
Following the filing of this Form 3, the Reporting Persons are expected to file Forms 4 jointly with ABG Management Ltd., Ally Bridge MedAlpha Master Fund L.P., Ally Bridge Group (NY) LLC, Fan Yu and Slanix Alex.
ABG V-SIV IX Limited, By: Ally Bridge Group Global Life Science Capital Partners V, L.P., By: ABG Global Life Science Capital Partners V GP, L.P., By: ABG Global Life Science Capital Partners V GP Limited, By: /s/ Fan Yu 02/25/2026
Ally Bridge Group Global Life Science Capital Partners V, L.P., By: ABG Global Life Science Capital Partners V GP, L.P., its GP, By: ABG Global Life Science Capital Partners V GP Limited, its GP, By: /s/ Fan Yu, Director 02/25/2026
ABG Global Life Science Capital Partners V GP, L.P., By: ABG Global Life Science Capital Partners V GP Limited, its general partner, By: /s/ Fan Yu, Director 02/25/2026
ABG Global Life Science Capital Partners V GP Limited, By: /s/ Fan Yu, Director 02/25/2026
ABG V-SIV X Limited, By: /s/ Fan Yu, Director 02/25/2026
** Signature of Reporting Person Date
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 5 (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.

Source: View Original Filing on SEC EDGAR

FAQ

What stake in ProMIS Neurosciences (PMN) do Ally Bridge entities report?

Ally Bridge–related entities report indirect ownership of 943,090 Common Shares in ProMIS Neurosciences. These shares are held of record by Ally Bridge MedAlpha Master Fund L.P., ABG V-SIV IX Limited and ABG V-SIV X Limited, with various affiliated entities deemed to share beneficial ownership.

How many ProMIS Neurosciences (PMN) warrants do the Ally Bridge entities hold?

The filing lists 700,741 Warrants to purchase ProMIS Neurosciences Common Shares. These Warrants are split among Ally Bridge MedAlpha Master Fund L.P., ABG V-SIV IX Limited and ABG V-SIV X Limited, each holding Warrants to acquire specified numbers of Common Shares in the company.

When do the ProMIS Neurosciences (PMN) warrants held by Ally Bridge expire?

The Warrants are exercisable immediately and expire on the earlier of within 60 days of a Milestone Event or February 3, 2031. This structure ties the final warrant life partly to future clinical data disclosure for PMN310 and partly to a fixed calendar date.

What is the Milestone Event referenced in the ProMIS Neurosciences (PMN) warrants?

The Milestone Event is defined as a public announcement of topline data from PMN310 single ascending dose cohorts. That announcement must occur either via company press release or through a Current Report on Form 8-K, and it helps determine the Warrants’ ultimate expiration timing.

Which entities actually hold the ProMIS Neurosciences (PMN) shares and warrants?

The Common Shares and Warrants are held of record by Ally Bridge MedAlpha Master Fund L.P., ABG V-SIV IX Limited and ABG V-SIV X Limited. Other Ally Bridge–affiliated general partners and management entities, along with an individual, may be deemed to share beneficial ownership through their control relationships.

Does this ProMIS Neurosciences (PMN) Form 3 show any insider buying or selling?

The Form 3 is an initial ownership report and does not show explicit buy or sell transactions. It instead discloses indirect beneficial ownership levels in Common Shares and Warrants for Ally Bridge–related entities that qualify as ten percent owners of ProMIS Neurosciences.