The exchange of shares for a pre-funded warrant with a 9.99% cap suggests venBio is maintaining its economic exposure while limiting voting power. The resignation of Corey Goodman from the board and the removal of Robert Adelman as a reporting person indicate a de-escalation of activist engagement. Monitor for any increase in the beneficial ownership limitation above 9.99% (requires 61 days' notice) or further transactions that could signal renewed activism.
Price Chart
Executive Summary
venBio Global Strategic Fund, L.P. filed Amendment No. 2 to its Schedule 13D on ALX Oncology Holdings Inc., reporting an exchange transaction on October 14, 2026, where Fund I surrendered 253,826 shares of Common Stock for no consideration and received a pre-funded warrant to purchase up to 253,826 shares at $0.001 per share. The filing also notes that Corey Goodman resigned from the Issuer's board of directors effective June 29, 2026, and Robert Adelman is no longer a reporting person. The aggregate beneficial ownership of the venBio group (including Fund I, Fund II, and related entities) is approximately 9.99% of the outstanding Common Stock, subject to a beneficial ownership limitation.
Key Financial Metrics
Key Facts
- On October 14, 2026, Fund I entered into an exchange agreement to surrender 253,826 shares of Common Stock for no consideration and received a pre-funded warrant to purchase up to 253,826 shares at $0.001 per share.
- Corey Goodman resigned from the Issuer's board of directors effective June 29, 2026.
- Robert Adelman ceased to serve as a director of GP Ltd. I and GP Ltd. II and is no longer a reporting person.
- Fund I directly holds 3,715,963 shares of Common Stock and the Pre-Funded Warrant; Fund II directly holds 8,453,038 shares.
- The aggregate beneficial ownership of the venBio group is approximately 9.99% of the outstanding Common Stock, subject to a beneficial ownership limitation.
- The Pre-Funded Warrant has an exercise price of $0.001 per share and is exercisable at any time, with a 9.99% beneficial ownership limitation that can be increased to up to 19.99% with 61 days' notice.
Financial Impact
The exchange transaction is a non-cash restructuring of Fund I's position — 253,826 shares surrendered for a pre-funded warrant with a nominal exercise price. No new capital was raised or deployed. The aggregate stake value is not disclosed in the filing.
Risk Factors
- The beneficial ownership limitation at 9.99% caps venBio's voting power, but the pre-funded warrant provides a mechanism to increase exposure quickly if the limitation is raised.
- The resignation of Corey Goodman from the board reduces direct board-level influence, potentially signaling reduced activist pressure.
- The surrender of shares for no consideration is unusual and may indicate a negotiated settlement or restructuring of the activist's position.
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC 13D/A Filing (Primary) | 0000905148-26-004485 |
| Document: 0000905148-26-004485-index-headers.html | 0000905148-26-004485 |
| Document: 0000905148-26-004485-index.html | 0000905148-26-004485 |
| Document: 0000905148-26-004485.txt | 0000905148-26-004485 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 16, 2026 9d ago | SC 13D/A | $1.14 | awaiting T+5 | — | $1.13 (−0.44%) |
Oct 15, 2026 10d ago | 8-K | $1.06 $1.17 | ▲ +10.38% | ▲ +10.81% | $1.13 (+7.08%) |
Sep 28, 2026 28d ago | Press Release | $1.39 $1.21 | ▼ −12.95% | ▼ −14.15% | $1.13 (−18.35%) |
Aug 15, 2026 10w ago | Institutional Cluster | $1.97 $1.99 | ▲ +1.02% | ▲ +2.21% | $1.13 (−42.39%) |
Aug 6, 2026 11w ago | 8-K | $2.11 $1.94 | ▼ −8.06% | ▼ −9.27% | $1.13 (−46.21%) |
Jun 30, 2026 16w ago | 8-K | $2.06 $2.36 | ▲ +14.56% | ▲ +14.30% | $1.13 (−44.90%) |
Jun 26, 2026 17w ago | 8-K | $2.20 $2.19 | ▼ −0.45% | ▼ −1.84% | $1.13 (−48.41%) |
Jun 12, 2026 19w ago | Institutional Cluster | $1.58 $1.53 | ▲ +3.16% | ▲ +3.84% | $1.13 (+28.16%) |
May 8, 2026 24w ago | 8-K | $2.08 $2.04 | ▼ −1.92% | ▼ −3.39% | $1.13 (−45.43%) |
May 8, 2026 24w ago | Press Release | $2.08 $2.04 | ▲ +1.92% | ▲ +3.39% | $1.13 (+45.43%) |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Create a free account Live analysis, Telegram alerts, watchlists and the MCP server for subscribers