What the changes say
- Alumis integrated the ACELYRIN acquisition, adding $51.0 million in IPR&D intangible assets and scaling personnel to 224 employees.
What changed since the prior 10-K
New
- NewRisks Related to Our Financial Position and Need for Capital
patients, the availability of competitive products and significant competition for recruiting participants in clinical trials
Enrollment challenges persist in the 48-week Phase 2b clinical trial of envu in SLE because patients must show active disease at screening.
- NewRisks Related to Product Candidate Development and Commercialization
clinical trials are never approved as products and there can be no assurance that any of our current or future clinical trials will ultimately be successful or support the approval of our current or any future product candidates
We rely extensively on CROs and clinical trial sites to manage trials for envu and other candidates, giving us limited direct control over their performance.
- NewRisks Related to Our Business and Operations
We are subject to various risks related to the acquisition of ACELYRIN
The acquisition of ACELYRIN on May 21, 2025, creates risks regarding management diversion, personnel retention, and realizing anticipated benefits for our lead candidate envu.
- NewRisks Related to Our Business and Operations
marketing testing, including Phase 4 clinical trials or surveillance to monitor the effects of the marketed product
Regulatory authorities may reject our product candidates due to trial design disagreements, lack of statistical significance, or safety concerns outweighing clinical benefits.
- NewRisks Related to Our Business and Operations
As of December 31, 2025, we employed 221 full-time and 3 part-time employees. As our development and commercialization plans and strategies develop, we expect to expand our employee base for managerial, operational, financial and other resources
Expanding our employee base from 224 total employees requires improving operational, financial, and management controls to avoid deficiencies.
- NewRisks Related to Our Business and Operations
International trade policies, including tariffs, sanctions and trade barriers may adversely affect our business, financial condition, results of operations and growth prospects
Global operations face risks from international trade policies, including a 10% baseline global tariff imposed in April 2025 and higher reciprocal tariffs in August 2025.
- NewRisks Related to Our Business and Operations
The complexity of announced or future tariffs may also increase the risk that we or our customers or suppliers may be
Complex tariffs and trade restrictions could result in civil or criminal enforcement actions and foreign retaliatory measures against our business.
- NewRisks Related to Our Business and Operations
The future impairment of acquired in-process research and development (“IPR&D”) intangible assets related to the ACELYRIN Merger may negatively affect our results of operations and financial position
We hold $51.0 million of acquired IPR&D intangible assets from the ACELYRIN Merger that are subject to future impairment testing and potential writedowns.
- NewRisks Related to Intellectual Property
We may enter into license agreements in the future with others to advance our existing or future research or allow
Future license agreements may not grant exclusive rights, potentially requiring us to redesign product candidates or manufacturing methods.
- NewRisks Related to Intellectual Property
In addition, our license agreements are, and any future license agreements are likely to be, complex, and certain provisions in such agreements may be susceptible to multiple interpretations
Complex provisions in current and future license agreements are susceptible to interpretations that could narrow our intellectual property rights or increase our financial obligations.
- NewRisks Related to Intellectual Property
the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of our future issued patents, all of which could adversely affect our business, financial condition, results of operations and prospects
Supreme Court rulings and legislative changes create uncertainty regarding patent prosecution, enforcement, and the scope of protection available for our pharmaceuticals.
- NewRisks Related to Government Regulation
implementation of cost containment measures or other healthcare reforms may prevent us from being able to generate revenue, attain profitability or commercialize our product candidates, if approved
EU Health Technology Assessments under Regulation No 2021/2282 require comparative cost-effectiveness data that could impede product reimbursement and revenue generation.
- NewRisks Related to Government Regulation
claims and mass arbitration demands. Some of these claims allow for the recovery of statutory damages on a per violation basis, and, if viable, carry the potential for monumental statutory damages, depending on the volume of data and the number of violations
- NewRisks Related to Our Reliance on Third Parties
We have relied and expect to continue to rely on third parties to conduct our preclinical studies and clinical trials. If
- NewRisks Related to Our Reliance on Third Parties
We may be exposed to significant currency exchange risk
- NewRisks Related to Ownership of Our Common Stock
Our quarterly and annual operating results may fluctuate significantly or may fall below the expectations of investors or securities analysts or any guidance we may publicly provide, each of which may cause our stock price to fluctuate or decline
- NewRisks Related to Ownership of Our Common Stock
ACELYRIN has been named a defendant in a purported securities class action lawsuit, and we may be the target of other securities litigation in the future. This could result in substantial damages or other expenses and could divert management’s time and attention from our business
Dropped
- Dropped
Risk Factors Related to the Merger
Risk Factors Related to the Merger
- Dropped
The Merger may not be completed on the terms or timeline currently contemplated, or at all. Our stockholders will be subject to a number of material risks if the Merger is not completed on the terms or timeline currently contemplated, or at all
The Merger may not be completed on terms or timeline.
- Dropped
Litigation relating to the Merger, if any, could result in an injunction preventing the completion of the Merger and/or substantial costs to us
Litigation relating to the Merger could result in injunctions and costs.
- Dropped
The Merger Agreement contains provisions that could discourage a potential competing acquiror of us or could result in any competing proposal being at a lower price than it might otherwise be
No-shop provisions in the Merger Agreement could discourage competing acquirors.
- Dropped
The pendency of the Merger could adversely affect our business and operations of us and ACELYRIN
The pendency of the Merger could adversely affect business and operations.
- Dropped
The Merger may be completed even if one of the parties is subject to material and adverse impacts that are excluded from the definition of material adverse effect in the Merger Agreement
The Merger may be completed despite material adverse impacts excluded from the agreement.
- Dropped
Our current stockholders will have a reduced ownership interest and voting power in the combined company after the Merger
Current stockholders will have a reduced ownership interest after the Merger.
- Dropped
Directors and executive officers of us and ACELYRIN have interests in the Merger that may be different from, or in addition to, those of other our stockholders and ACELYRIN stockholders, which could have influenced their decisions to support or approve the Merger
Directors and executive officers have different or additional interests in the Merger.
- Dropped
Financial projections regarding us and ACELYRIN may not prove accurate
Financial projections regarding us and ACELYRIN may not prove accurate.
- Dropped
The combined company may fail to realize the anticipated benefits of the Merger
The combined company may fail to realize anticipated Merger benefits.
- Dropped
The failure to successfully integrate the businesses and operations of us and ACELYRIN in the expected time frame may adversely affect the combined company’s future results
Failure to successfully integrate businesses and operations in the expected timeframe.
- Dropped
The success of the Merger will depend in part on the retention of personnel critical to the business and operations of the combined company due to, for example, their technical skills or management expertise
Success of the Merger depends on retaining personnel critical to operations.
- DroppedRisks Related to Our Financial Position and Need for Capital
Biopharmaceutical product development is a highly speculative undertaking. It entails substantial upfront capital expenditures and significant risk that any product candidate will fail to demonstrate adequate efficacy or an acceptable safety profile, gain regulatory approval or become commercially viable
- DroppedRisks Related to Product Candidate Development and Commercialization
ESK-001 treatment by the investigator: one serious infection case (peritonsillar abscess), two malignancy cases (non-small cell lung cancer, renal cell carcinoma), and one arthritis case. We continue to evaluate the safety profile of ESK-001 in our ongoing Phase 2 OLE and Phase 3 trials
- DroppedRisks Related to Our Business and Operations
We will need to grow our organization, and we may experience difficulties in managing our growth and expanding our operations, which could adversely affect our business
- DroppedRisks Related to Our Business and Operations
issues that were not found during due diligence of such acquired or integrated entities, and it may be difficult to integrate acquired entities into our information technology environment and security program
- DroppedRisks Related to Intellectual Property
We cannot ensure that patent rights relating to inventions described and claimed in our or any future licensors pending patent applications will issue or that patents based on our or any future licensors patent applications will not be challenged and rendered invalid and/or unenforceable
- DroppedRisks Related to Intellectual Property
asserted trademark infringement has superior rights to the marks in question. In this case, we could ultimately be forced to cease use of such trademarks
- DroppedRisks Related to Intellectual Property
any litigation could have a material adverse effect on our ability to raise the funds necessary to continue our operations or could otherwise have a material adverse effect on our business, results of operations, financial condition and prospects
- DroppedRisks Related to Our Reliance on Third Parties
the extent we are unable to successfully identify and manage the performance of third-party service providers in the future, our business may be materially and adversely affected
- DroppedRisks Related to Our Reliance on Third Parties
candidates to participants in preclinical and clinical trials, or to provide product for treatment of participants once approved, would be jeopardized
- DroppedRisks Related to Ownership of Our Common Stock
As a result of our history of losses and negative cash flows from operations, our consolidated financial statements contain a statement regarding a substantial doubt about our ability to continue as a going concern
- DroppedRisks Related to Ownership of Our Common Stock
is governed by the internal affairs doctrine. This exclusive forum provision does not apply to suits brought to enforce a duty or liability created by the Exchange Act
- DroppedRisks Related to Ownership of Our Common Stock
We may be subject to securities litigation, which is expensive and could divert management attention
Reworded
- 97% rewrittenRisks Related to Our Financial Position and Need for Capital
We are a clinical stage biopharmaceutical company with a limited operating history and no products approved for commercial sale, and have incurred substantial losses since our inception and anticipate incurring substantial and increasing losses for the foreseeable future
Updated to name our lead candidate envu as an oral, small molecule allosteric inhibitor of TYK2 and added references to ongoing Phase 3 LTE and Phase 2b trials.
- 96% rewrittenRisks Related to Our Business and Operations
Additionally, remote work has become more common and has increased risks to our information technology systems and data, as more of our personnel utilize network connections, computers and devices outside our premises or network, including working at home, while in transit and in public locations
Replaced generic proposed merger references with specific mention of the completed ACELYRIN Merger and due diligence integration challenges.
- 93% rewrittenRisks Related to Government Regulation
Recently enacted legislation, future legislation and other healthcare reform measures may increase the difficulty and cost for us to obtain regulatory approval for and commercialize our product candidates and may affect the prices we may set
Added a specific reference to the enactment of the Affordable Care Act in March 2010 as a healthcare reform measure.
- 82% rewrittenRisks Related to Our Reliance on Third Parties
We may have conflicts with any current or future licensors, licensees, collaborators or strategic partners that could delay or prevent the development or commercialization of our product candidates
Added explicit references to our current Kaken Collaboration Agreement and the license and collaboration agreement with Pierre Fabre.
Was: We may have conflicts with any future licensors or collaborators that could delay or prevent the development or commercialization of our product candidates
- 79% rewrittenRisks Related to Ownership of Our Common Stock
In addition, Section 203 of the Delaware General Corporation Law (“DGCL”) may discourage, delay or prevent a change in control of our company. Section 203 imposes certain restrictions on mergers, business combinations and other transactions between us and holders of 15% or more of our common stock
Replaced text on exclusive forum provisions with disclosure on Section 203 of the Delaware General Corporation Law restricting transactions with 15% holders.
- 76% rewrittenRisks Related to Product Candidate Development and Commercialization
Our clinical trials may reveal SAEs and AEs and may result in a safety or tolerability profile that could delay or prevent regulatory approval or market acceptance of envu, A-005 or any future product candidates
Updated adverse event disclosures from ESK-001 to our lead candidate envu and A-005 based on ongoing clinical trial exposure.
Was: Our clinical trials may reveal SAEs and AEs and may result in a safety or tolerability profile that could delay or prevent regulatory approval or market acceptance of ESK-001, A-005 or any future product candidates
- 71% rewrittenRisks Related to Ownership of Our Common Stock
An active and liquid trading market for our common stock may not develop, and you may not be able to resell your shares of common stock at or above the price you paid for them
Retained substantially identical risk language regarding the lack of an active trading market for common stock and resale price volatility.
- 69% rewrittenRisks Related to Our Business and Operations
The regulatory approval processes of the FDA and comparable foreign authorities are lengthy, time consuming and inherently unpredictable, and if we are ultimately unable to obtain regulatory approval for our product candidates, our business will be substantially harmed
Expanded regulatory approval requirements to include Biologics License Applications (BLA) alongside NDAs for marketing product candidates.
- 67% rewrittenRisks Related to Our Business and Operations
We have engaged in, and may in the future engage in, strategic transactions, which could impact our liquidity, increase our expenses, dilute our stockholders and present significant distractions to our management
Was: We have engaged in and may in the future engage in strategic transactions in the future, which could impact our liquidity, increase our expenses and present significant distractions to our management
- 62% rewrittenRisks Related to Intellectual Property
If we fail to comply with our obligations in the agreements under which we in-license or acquire development or commercialization rights to product candidates, or data from third parties, we could lose such rights that are important to our business
Was: If we fail to comply with our obligations in agreements under which we in-license or acquire development or commercialization rights to product candidates, or data from third parties, we could lose such rights that are important to our business
- 59% rewrittenRisks Related to Intellectual Property
We may become involved in third-party claims of intellectual property infringement, which may prevent or delay our product discovery and development efforts
- 42% rewrittenRisks Related to Intellectual Property
We may not be successful in obtaining or maintaining necessary rights to our product candidates through acquisitions and in-licenses
- 42% rewrittenRisks Related to Intellectual Property
Changes in patent law in the United States and other jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect our product candidates
- 39% rewrittenRisks Related to Government Regulation
In addition to data privacy and security laws, we are also bound by other contractual obligations related to data privacy and security, and our efforts to comply with such obligations may not be successful
- 38% rewrittenRisks Related to Intellectual Property
We may be involved in lawsuits to protect or enforce our patents or other intellectual property, which could be expensive, time-consuming and unsuccessful
- 36% rewrittenRisks Related to Ownership of Our Common Stock
Sales of a substantial number of shares of our common stock could cause our stock price to fall
- 34% rewrittenRisks Related to Our Financial Position and Need for Capital
We will require substantial additional financing to achieve our goals, and failure to obtain additional capital when needed, or on acceptable terms to us, could cause us to delay, limit, reduce or terminate our product development or future commercialization efforts
- 32% rewrittenRisks Related to Intellectual Property
We have entered into, and may in the future enter into, license agreements that subject us to certain rights retained by third parties
Was: Any license agreements we enter into in the future may be subject to certain rights retained by third parties
- 30% rewrittenRisks Related to Our Business and Operations
Our ability to use our net operating loss carryforwards and certain other tax attributes to offset taxable income or taxes may be limited
- 28% rewrittenRisks Related to Our Business and Operations
Recent and future changes to tax laws could materially adversely affect our company
- 26% rewrittenRisks Related to Ownership of Our Common Stock
Our stock price is likely to continue to be volatile, which could result in substantial losses for our investors
- 20% rewrittenRisks Related to Our Business and Operations
We may expend our limited resources to pursue a particular product candidate in specific indications and fail to capitalize on product candidates or indications that may be more profitable or for which there is a greater likelihood of success
All 79 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Financial Position and Need for Capital
- 01We are a clinical stage biopharmaceutical company with a limited operating history and no products approved for commercial sale, and have incurred substantial losses since our inception and anticipate incurring substantial and increasing losses for the foreseeable future97% rewritten
- 02patients, the availability of competitive products and significant competition for recruiting participants in clinical trialsNew
- 03We will require substantial additional financing to achieve our goals, and failure to obtain additional capital when needed, or on acceptable terms to us, could cause us to delay, limit, reduce or terminate our product development or future commercialization efforts34% rewritten
Risks Related to Product Candidate Development and Commercialization
- 04clinical trials are never approved as products and there can be no assurance that any of our current or future clinical trials will ultimately be successful or support the approval of our current or any future product candidatesNew
- 05Our clinical trials may reveal SAEs and AEs and may result in a safety or tolerability profile that could delay or prevent regulatory approval or market acceptance of envu, A-005 or any future product candidates76% rewritten
- 06Preliminary, “top-line” and interim data from our clinical trials that we announce or publish from time to time may change as more patient data become available or are subject to audit and verification procedures that could result in material changes in the final data
- 07We have conducted, are currently conducting, and may in the future conduct, clinical trials for current or future product candidates outside the United States, and the FDA and comparable foreign regulatory authorities may not accept data from such trials
- 08Even if we receive regulatory approval for our current or future product candidates in the United States, we may never receive regulatory approval to market outside of the United States
- 09We face competition from entities that have made substantial investments into the rapid development of competitor treatments for immunological indications, including large and specialty pharmaceutical and biotechnology companies, many of which already have approved therapies in our current indications
Risks Related to Our Business and Operations
- 10We are subject to various risks related to the acquisition of ACELYRINNew
- 11The regulatory approval processes of the FDA and comparable foreign authorities are lengthy, time consuming and inherently unpredictable, and if we are ultimately unable to obtain regulatory approval for our product candidates, our business will be substantially harmed69% rewritten
- 12marketing testing, including Phase 4 clinical trials or surveillance to monitor the effects of the marketed productNew
- 13If our product candidates, if approved, do not achieve broad market acceptance, the revenue that we generate from their sales will be limited
- 14We may expend our limited resources to pursue a particular product candidate in specific indications and fail to capitalize on product candidates or indications that may be more profitable or for which there is a greater likelihood of success20% rewritten
- 15As of December 31, 2025, we employed 221 full-time and 3 part-time employees. As our development and commercialization plans and strategies develop, we expect to expand our employee base for managerial, operational, financial and other resourcesNew
- 16We are dependent on the services of our management team and other clinical and scientific personnel, and if we are not able to retain these individuals or recruit additional management or clinical and scientific personnel, our business will suffer
- 17Our employees, independent contractors, consultants, commercial partners and vendors may engage in misconduct or other improper activities, including noncompliance with regulatory standards and requirements
- 18International trade policies, including tariffs, sanctions and trade barriers may adversely affect our business, financial condition, results of operations and growth prospectsNew
- 19The complexity of announced or future tariffs may also increase the risk that we or our customers or suppliers may beNew
- 20Our future growth may depend, in part, on our ability to operate in foreign markets, where we would be subject to additional regulatory burdens and other risks and uncertainties
- 21Our business entails a significant risk of product liability and our ability to obtain sufficient insurance coverage could adversely affect our business, financial condition, results of operations and prospects
- 22Our insurance policies are expensive and only protect us from some business risks, which will leave us exposed to significant uninsured liabilities
- 23We have engaged in, and may in the future engage in, strategic transactions, which could impact our liquidity, increase our expenses, dilute our stockholders and present significant distractions to our management67% rewritten
- 24Our ability to use our net operating loss carryforwards and certain other tax attributes to offset taxable income or taxes may be limited30% rewritten
- 25Recent and future changes to tax laws could materially adversely affect our company28% rewritten
- 26Additionally, remote work has become more common and has increased risks to our information technology systems and data, as more of our personnel utilize network connections, computers and devices outside our premises or network, including working at home, while in transit and in public locations96% rewritten
- 27Our operations are predominantly concentrated in one location, and we or the third parties upon whom we depend may be adversely affected by a wildfire, earthquake or other natural disasters and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster
- 28Our projections regarding the market opportunities for our product candidates may not be accurate, and the actual market for our products may be smaller than we estimate
- 29Our cash and cash equivalents may be exposed to failure of our banking institutions
- 30Public opinion and scrutiny of immunology treatments may impact public perception of our company and product candidates, or may adversely affect our ability to conduct our business and our business plans
- 31The future impairment of acquired in-process research and development (“IPR&D”) intangible assets related to the ACELYRIN Merger may negatively affect our results of operations and financial positionNew
Risks Related to Intellectual Property
- 32We may not be able to protect our intellectual property rights throughout the world
- 33Intellectual property rights do not necessarily address all potential threats to our competitive advantage
- 34We may not identify relevant third-party patents or may incorrectly interpret the relevance, scope or expiration of a third-party patent, which might adversely affect our ability to develop and market our product candidates
- 35We may be involved in lawsuits to protect or enforce our patents or other intellectual property, which could be expensive, time-consuming and unsuccessful38% rewritten
- 36We may become involved in third-party claims of intellectual property infringement, which may prevent or delay our product discovery and development efforts59% rewritten
- 37We may not be successful in obtaining or maintaining necessary rights to our product candidates through acquisitions and in-licenses42% rewritten
- 38We may enter into license agreements in the future with others to advance our existing or future research or allowNew
- 39We may become subject to claims challenging the inventorship or ownership of our or any current or future licensors’ patents and other intellectual property
- 40We have and may continue to form or seek collaborations or strategic alliances or enter into licensing arrangements in the future, and we may neither enter into, nor realize the benefits of, such alliances or licensing arrangements
- 41If we fail to comply with our obligations in the agreements under which we in-license or acquire development or commercialization rights to product candidates, or data from third parties, we could lose such rights that are important to our business62% rewritten
- 42In addition, our license agreements are, and any future license agreements are likely to be, complex, and certain provisions in such agreements may be susceptible to multiple interpretationsNew
- 43We have entered into, and may in the future enter into, license agreements that subject us to certain rights retained by third parties32% rewritten
- 44Changes in patent law in the United States and other jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect our product candidates42% rewritten
- 45the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of our future issued patents, all of which could adversely affect our business, financial condition, results of operations and prospectsNew
- 46Obtaining and maintaining patent protection depends on compliance with various procedural, document submission, fee payment and other requirements imposed by government patent agencies, and our patent protection could be reduced or eliminated as a result of noncompliance with these requirements
- 47Patent terms may be inadequate to protect our competitive position on products or product candidates for an adequate amount of time
- 48If we do not obtain patent term extension for our product candidates, our business may be materially harmed
- 49If we are unable to protect the confidentiality of our trade secrets, our business and competitive position would be harmed
- 50We may be subject to claims asserting that our employees, consultants or advisors have wrongfully used or disclosed alleged trade secrets of their current or former employers or claims asserting ownership of what we regard as our own intellectual property
- 51If our trademarks and trade names are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business may be adversely affected
Risks Related to Government Regulation
- 52The occurrence of any event or penalty described above may inhibit our ability to commercialize our product candidates and generate revenue and could require us to expend significant time and resources in response and could generate negative publicity
- 53Recently enacted legislation, future legislation and other healthcare reform measures may increase the difficulty and cost for us to obtain regulatory approval for and commercialize our product candidates and may affect the prices we may set93% rewritten
- 54implementation of cost containment measures or other healthcare reforms may prevent us from being able to generate revenue, attain profitability or commercialize our product candidates, if approvedNew
- 55Governments outside the United States tend to impose strict price controls, which may adversely affect our revenue, if any
- 56In addition to data privacy and security laws, we are also bound by other contractual obligations related to data privacy and security, and our efforts to comply with such obligations may not be successful39% rewritten
- 57claims and mass arbitration demands. Some of these claims allow for the recovery of statutory damages on a per violation basis, and, if viable, carry the potential for monumental statutory damages, depending on the volume of data and the number of violationsNew
Risks Related to Our Reliance on Third Parties
- 58We may have conflicts with any current or future licensors, licensees, collaborators or strategic partners that could delay or prevent the development or commercialization of our product candidates82% rewritten
- 59We have relied and expect to continue to rely on third parties to conduct our preclinical studies and clinical trials. IfNew
- 60The operations of our suppliers, most of which are located outside of the United States, are subject to additional risks that are beyond our control and that could harm our business, financial condition, results of operations and prospects
- 61We may be exposed to significant currency exchange riskNew
Risks Related to Ownership of Our Common Stock
- 62An active and liquid trading market for our common stock may not develop, and you may not be able to resell your shares of common stock at or above the price you paid for them71% rewritten
- 63Our quarterly and annual operating results may fluctuate significantly or may fall below the expectations of investors or securities analysts or any guidance we may publicly provide, each of which may cause our stock price to fluctuate or declineNew
- 64Our stock price is likely to continue to be volatile, which could result in substantial losses for our investors26% rewritten
- 65Sales of a substantial number of shares of our common stock could cause our stock price to fall36% rewritten
- 66Our principal stockholders and management own a significant percentage of our common stock and will be able to control matters subject to stockholder approval
- 67We are an “emerging growth company” and a “smaller reporting company” and the reduced reporting requirements applicable to emerging growth companies and smaller reporting companies may make our common stock less attractive to investors
- 68Further, there is no guarantee that the exemptions available under the JOBS Act will result in significant savings. To the extent that we choose not to use exemptions from various reporting requirements under the JOBS Act, we will incur additional compliance costs, which may impact our financial condition
- 69Anti-takeover provisions in our charter documents and under Delaware law could prevent or delay an acquisition of us that may be beneficial to our stockholders and may prevent attempts by our stockholders to replace or remove our current management
- 70In addition, Section 203 of the Delaware General Corporation Law (“DGCL”) may discourage, delay or prevent a change in control of our company. Section 203 imposes certain restrictions on mergers, business combinations and other transactions between us and holders of 15% or more of our common stock79% rewritten
- 71Our board of directors is authorized to issue and designate shares of our preferred stock without stockholder approval
- 72Because we do not anticipate paying any dividends on our capital stock in the foreseeable future, capital appreciation, if any, will be your sole source of gain
- 73The dual class structure of our common stock may limit your ability to influence corporate matters and may limit your visibility with respect to certain transactions
- 74Unstable economic and market conditions may have serious adverse consequences on our business, financial condition and stock price
- 75If securities or industry analysts do not publish research or reports about our business, or if they publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline
- 76We incur increased costs as a result of operating as a public company, and our management is required to devote substantial time to new compliance initiatives and corporate governance practices
- 77Failure to establish and maintain effective internal control over financial reporting could adversely affect our business and if investors lose confidence in the accuracy and completeness of our financial reports, the market price of our common stock could be negatively affected
- 78Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud
- 79ACELYRIN has been named a defendant in a purported securities class action lawsuit, and we may be the target of other securities litigation in the future. This could result in substantial damages or other expenses and could divert management’s time and attention from our businessNew
Other Alumis 10-Ks
- FY2024 10-K risk factors86 risks
Alumis is a clinical-stage biopharmaceutical company focused on immunology, dominated by merger risks with Acelyrin and pipeline execution.
Filed Mar 19, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.