0001415889-24-002213.txt : 20240201 0001415889-24-002213.hdr.sgml : 20240201 20240201185200 ACCESSION NUMBER: 0001415889-24-002213 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240201 FILED AS OF DATE: 20240201 DATE AS OF CHANGE: 20240201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Etkin Amit CENTRAL INDEX KEY: 0002007795 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41944 FILM NUMBER: 24588343 MAIL ADDRESS: STREET 1: C/O ALTO NEUROSCIENCE, INC. STREET 2: 369 SOUTH SAN ANTONIO ROAD CITY: LOS ALTOS STATE: CA ZIP: 94022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alto Neuroscience, Inc. CENTRAL INDEX KEY: 0001999480 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 834210124 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 369 SOUTH SAN ANTONIO RD. CITY: LOS ALTOS STATE: CA ZIP: 94022 BUSINESS PHONE: 773-255-5012 MAIL ADDRESS: STREET 1: 369 SOUTH SAN ANTONIO RD. CITY: LOS ALTOS STATE: CA ZIP: 94022 3 1 form3-02012024_110251.xml X0206 3 2024-02-01 0 0001999480 Alto Neuroscience, Inc. ANRO 0002007795 Etkin Amit C/O ALTO NEUROSCIENCE, INC. 369 SOUTH SAN ANTONIO ROAD LOS ALTOS CA 94022 true true false false President and CEO Common Stock 1190563 D Series B Preferred Stock Common Stock 11777 D Employee Stock Option (Right to Buy) 2.32 2031-09-26 Common Stock 157367 D Employee Stock Option (Right to Buy) 6.23 2033-04-13 Common Stock 34620 D Employee Stock Option (Right to Buy) 5.30 2033-12-19 Common Stock 247290 D Includes a Restricted Stock Award ("RSA") of 202,329 shares. 25% of the shares vested on May 27, 2021, and one forty-eighth (1/48th) of the shares vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each such vesting date. Each share of Series B Preferred Stock is convertible at any time, at the holder's election, and will automatically convert into shares of Common Stock immediately prior to the closing of the Issuer's initial public offering on a 2.1226069 for 1 basis into the number of shares of Common Stock shown in column 3 and has no expiration date. The shares subject to the option are fully vested and exercisable. 25% of the shares underlying the option vested on January 1, 2024, and one forty-eighth (1/48th) of the shares underlying the option vested or shall vest in monthly installments thereafter, subject to the Reporting Person's continuous service through each such vesting date. One-third (1/3rd) of the shares underlying the option shall vest upon the completion of the Issuer's initial public offering and two-thirds (2/3) of the shares underlying the option shall vest over a period of four years, with 25% of the shares underlying the time-based portion vesting on December 20, 2024, and 1/48 of the shares underlying the time-based portion vesting on a monthly basis thereafter, subject to the Reporting Person's continuous service through such vesting date. /s/ Erin R. McQuade, Attorney-in-Fact 2024-02-01 EX-24 2 ex24-02012024_110251.htm ex24-02012024_110251.htm

POWER OF ATTORNEY


(For Executing Forms 3, 4 and 5)


Know all by these presents, that the undersigned hereby constitutes and appoints each of Nicholas C. Smith and Erin R. McQuade of Alto Neuroscience, Inc. (the “Company”) , signing individually, the undersigned’s true and lawful attorneys-in fact and agents to:


(1)

Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the Securities and Exchange Commission (the “SEC”), Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder, in the undersigned’s capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of the Company;


(2)

Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and


(3)

Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.


The undersigned hereby grants to each such attorneyinfact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorneyinfact, or such attorneyinfact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.


This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company.  


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.



Date:  January 8, 2024



/s/ Amit Etkin

Amit Etkin