Filing Details
- Accession Number:
- 0001963860-25-000010
- Form Type:
- 13D Filing
- Publication Date:
- 2025-03-05 19:00:00
- Filed By:
- Trium Capital LLP
- Company:
- Acelyrin Inc.
- Filing Date:
- 2025-03-06
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Trium Capital LLP | 5,393,846 | 0 | 5,393,846 | 0 | 5,393,846 | 5.4% |
Filing
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
|
ACELYRIN, Inc. (Name of Issuer) |
Common stock (Title of Class of Securities) |
00445A100 (CUSIP Number) |
Fredrik Ostlund 60 Gresham Street, London, X0, EC2V 7BB 00442079597185 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/06/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP No. | 00445A100 |
| 1 |
Name of reporting person
Trium Capital LLP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED KINGDOM
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,393,846.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.4 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common stock |
| (b) | Name of Issuer:
ACELYRIN, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
4149 LIBERTY CANYON RD., AGOURA HILLS,
CALIFORNIA
, 91301. |
| Item 2. | Identity and Background |
| (a) | This statement is filed by Trium Capital LLP, a United Kingdom Limited Liability Partnership (the "Reporting Person"). The Reporting Person is an investment manager which holds the Shares of the Issuer in various private funds and accounts under its management. |
| (b) | The business address of the Reporting Person is: 60 Gresham Street, London, EC2V 7BB, United Kingdom. |
| (c) | The principal business of the Reporting Person is to provide Investment Management for private funds and accounts under its management.
|
| (d) | None |
| (e) | None |
| (f) | The Reporting Person is incorporated in the United Kingdom. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The 5,393,846 shares reported herein by the Reported Person, were acquired at an approximate aggregate value of $12,075,934.95 of investment funds in accounts under management.
| |
| Item 4. | Purpose of Transaction |
The Reporting Person purchased the shares of Common Stock for investment purposes.
On Feb 6 2025, the Issuer, Alumis Inc., a Delaware corporation ("Alumis"), and Arrow Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Alumis ("Merger Sub"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Issuer, with the Issuer continuing as a wholly owned subsidiary of Alumis and the surviving corporation of the merger (the "Merger").
The Reporting Person plans to engage and have discussions with the Issuer's management and Board relating to the Merger, the Issuer's business, operations, strategy, governance and related matters.
Except as set forth herein or such as would occur upon completion of any of the actions discussed herein, the Reporting Person has no present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a)-(j) of Item 4 of Schedule 13D. The Reporting Person intend to review their investment in the Issuer on a continuing basis. Depending on various factors including, without limitation, the Issuer's financial position and strategic direction, actions taken by the Board, price levels of the Common Stock, other investment opportunities available to the Reporting Person, conditions in the securities market and general economic and industry conditions, the Reporting Person may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, purchasing additional shares of Common Stock and/or other securities of the Issuer (collectively, "Securities"), disposing of any or all of their Securities, in the open market or otherwise, at any time and from time to time, and engaging in any hedging or similar transactions with respect to the Securities. The Reporting Person reserves the right to change their intention with respect to any and all matters referred to in this Item 4 of this Schedule 13D. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | The aggregate number is 5,393,846.
The percentage of the class of securities identified is 5.36%.
|
| (b) | 5,393,846 |
| (c) | A summary table is included below of all transactions in the previous 60 days that the reporting person made in the issuer on behalf of a number of private funds and managed accounts under its management:
Trade Date Notional
Quantity ISIN CUSIP Average Price
10/02/2025 1.0000 SLRN US Equity US00445A1007 USD1.9200
11/02/2025 340,834.0000 SLRN US Equity US00445A1007 USD1.9846
12/02/2025 114,999.0000 SLRN US Equity US00445A1007 USD2.0000
13/02/2025 2,100,067.0000 SLRN US Equity US00445A1007 USD2.0296
14/02/2025 245,397.0000 SLRN US Equity US00445A1007 USD2.0981
18/02/2025 179,232.0000 SLRN US Equity US00445A1007 USD2.1419
19/02/2025 55,860.0000 SLRN US Equity US00445A1007 USD2.1261
20/02/2025 517,669.0000 SLRN US Equity US00445A1007 USD2.3169
21/02/2025 839,078.0000 SLRN US Equity US00445A1007 USD2.4655
24/02/2025 1,000,709.0000 SLRN US Equity US00445A1007 USD2.6197
|
| (d) | N/A |
| (e) | N/A |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
N/A | |
| Item 7. | Material to be Filed as Exhibits. |
N/A |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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