Filing Details
- Accession Number:
- 0001104659-24-090619
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-08-16 21:12:15
- Reporting Period:
- 2024-08-12
- Accepted Time:
- 2024-08-16 21:12:15
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1652935 | Actuate Therapeutics Inc. | ACTU | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1225707 | S Todd Thomson | 9440 S. Santa Monica Blvd Suite #710 Beverly Hills CA 90210 | Yes | No | No | Yes | |
| 1696711 | Kairos Venture Partners Ii, L.p. | 9440 S. Santa Monica Blvd Suite #710 Beverly Hills CA 90210 | Yes | No | No | Yes | |
| 1772438 | Kairos Venture Opportunities I, L.p. | 9440 S. Santa Monica Blvd Suite #710 Beverly Hills CA 90210 | Yes | No | No | Yes | |
| 1788046 | Kairos Spv Fund Llc | 9440 S. Santa Monica Blvd Suite #710 Beverly Hills CA 90210 | Yes | No | No | Yes | |
| 1835962 | Kairos-Actuate Spv, L.p. | 9440 S. Santa Monica Blvd Suite #710 Beverly Hills CA 90210 | Yes | No | No | Yes |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2024-08-14 | 1,058,318 | $0.00 | 1,105,636 | No | 4 | C | Indirect | By KVP II, L.P. |
| Common Stock | Acquisiton | 2024-08-14 | 726,163 | $0.00 | 726,163 | No | 4 | C | Indirect | By KVOI, L.P. |
| Common Stock | Acquisiton | 2024-08-14 | 69,445 | $0.00 | 1,175,081 | No | 4 | C | Indirect | By KVP II, L.P. |
| Common Stock | Acquisiton | 2024-08-14 | 146,870 | $0.00 | 873,033 | No | 4 | C | Indirect | By KVOI, L.P. |
| Common Stock | Acquisiton | 2024-08-14 | 138,889 | $0.00 | 138,889 | No | 4 | C | Indirect | By Kairos SPV Fund, LLC |
| Common Stock | Acquisiton | 2024-08-14 | 230,597 | $0.00 | 230,597 | No | 4 | C | Indirect | By Kairos-Actuate SPV, L.P. |
| Common Stock | Acquisiton | 2024-08-14 | 132,908 | $0.00 | 271,797 | No | 4 | C | Indirect | By Kairos SPV Fund, LLC |
| Common Stock | Acquisiton | 2024-08-14 | 24,138 | $0.00 | 254,735 | No | 4 | C | Indirect | By Kairos-Actuate SPV, L.P. |
| Common Stock | Acquisiton | 2024-08-14 | 49,984 | $0.00 | 321,781 | No | 4 | C | Indirect | By Kairos SPV Fund, LLC |
| Common Stock | Acquisiton | 2024-08-14 | 28,464 | $5.27 | 1,203,545 | No | 4 | X | Indirect | By KVP II, L.P. |
| Common Stock | Disposition | 2024-08-14 | 18,750 | $8.00 | 1,184,795 | No | 4 | S | Indirect | By KVP II, L.P. |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | By KVP II, L.P. |
| No | 4 | C | Indirect | By KVOI, L.P. |
| No | 4 | C | Indirect | By KVP II, L.P. |
| No | 4 | C | Indirect | By KVOI, L.P. |
| No | 4 | C | Indirect | By Kairos SPV Fund, LLC |
| No | 4 | C | Indirect | By Kairos-Actuate SPV, L.P. |
| No | 4 | C | Indirect | By Kairos SPV Fund, LLC |
| No | 4 | C | Indirect | By Kairos-Actuate SPV, L.P. |
| No | 4 | C | Indirect | By Kairos SPV Fund, LLC |
| No | 4 | X | Indirect | By KVP II, L.P. |
| No | 4 | S | Indirect | By KVP II, L.P. |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series B-1 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 1,058,318 | $0.00 | 1,058,318 | $0.00 |
| Common Stock | Series B-2 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 726,163 | $0.00 | 726,163 | $0.00 |
| Common Stock | Series B-3 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 69,445 | $0.00 | 69,445 | $0.00 |
| Common Stock | Series B-3 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 146,870 | $0.00 | 146,870 | $0.00 |
| Common Stock | Series B-3 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 138,889 | $0.00 | 138,889 | $0.00 |
| Common Stock | Series B-4 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 230,597 | $0.00 | 230,597 | $0.00 |
| Common Stock | Series B-4 Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 132,908 | $0.00 | 132,908 | $0.00 |
| Common Stock | Series C Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 24,138 | $0.00 | 24,138 | $0.00 |
| Common Stock | Series C Redeemable Convertible Preferred Stock | Acquisiton | 2024-08-14 | 49,984 | $0.00 | 49,984 | $0.00 |
| Common Stock | Warrant (Right to Buy) | Acquisiton | 2024-08-14 | 28,464 | $0.00 | 28,464 | $0.00 |
| Common Stock | Non-Qualified Stock Options | Acquisiton | 2024-08-12 | 15,000 | $0.00 | 15,000 | $8.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | No | 4 | X | Indirect | ||
| 15,000 | 2034-08-12 | No | 4 | A | Direct |
Footnotes
- The shares of Series B-1 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.
- The securities of Actuate Therapeutics, Inc. ("Actuate") that are reported herein are held directly by Kairos-Actuate SPV, L.P., Kairos Venture Partners II, L.P., Kairos Venture Opportunities I, L.P., and Kairos SPV Fund, LLC (collectively, the "Kairos Funds"). The Kairos Funds are managed and controlled by Kairos Venture Investments, LLC ("KVI"), subject to the Limited Partnership Agreements in place for each Kairos Fund. Todd Thomson serves as Chief Financial Officer/Chief Operating Officer of KVI and is a director on the board of directors of Actuate. James Demetriades is the Chief Executive Officer of KVI.
- Each of KVI, Mr. Thomson and Mr. Demetriades may be deemed to indirectly beneficially own the securities of Actuate held directly by the Kairos Funds. Each of KVI, Mr. Thomson and Mr. Demetriades disclaims beneficial ownership of the securities of Actuate held directly by the Kairos Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of KVI, Mr. Thomson or Mr. Demetriades is the beneficial owner of such securities for purposes of Section 16 or any other purchase.
- The shares of Series B-2 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.
- The shares of Series B-3 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.
- The shares of Series B-4 Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.
- The shares of Series C Redeemable Convertible Preferred Stock automatically converted into 0.555555 shares of common stock upon the closing of the Issuer's IPO and had no expiration date.
- On August 14, 2024, in connection with the closing of the Issuer's IPO, the warrant to purchase 28,464 shares of common stock for $5.27 per share was automatically exercised on a cashless basis, resulting in the Issuer withholding of 18,750 of the warrant shares to pay the exercise price and issuing to Kairos Venture Partners II, L.P. the remaining 9,714 shares.
- 15,000 stock options granted upon the effectiveness of the registration statement for the issuer's initial public offering on August 12, 2024, which vest in full on the first anniversary of the grant date.
Billionaire Hedge Funds
